Justice League of Equestria: Gods and Monsters
by Alphamon Ouryuuken
Summary: You all know the stories. Supermare, the Mare of Steel who would fight evil forces such as the diabolical Braniac. Batmare, the Dark Knight who fights the insane Joker. Wonder Mare, the Amazon who seeks to know what it's like in Stallion's World. You think you know the stories... but these are not the ones you may remember...
1. Bomb

Deep underground in a Government facility, alarms flared as several scientists rushed towards the main control room. At the center was a massive tube with numerous wires attached to the top and bottom that crackled with blue purple and red electricity.

"Doctor, subject is going critical!" One of the scientists shouted as he backed away in fear. "She's seems to be resisting the sedatives, we can't control her!"

"Then up the sedatives! Subject R-D45H must not be allowed to awaken-"

"W-WHERE AM I?!" A young voice shouted. "T-THIS ISN'T MY HOME! W-WHAT'S HAPPENING TO ME?!"

"It's too late!" One of the assistant screen does the tube started to crack. "The subject just broke through the restraints, she's breaking free!"

"LET… ME… OUT!" The voice screamed in agony as the tube completely shattered, revealing a figure completely engulfed in electricity. Several of the scientist screamed in terror as they immediately tried to flee for their lives, only to be struck down by random volts of electricity as the figure started to rampage throughout the lab.

The moment the lightning slowly died down the head scientist looked at his creation and smiled. She was perfect. Her brainwaves were beyond what projections showed. "You... you are truly... one of my greatest creations." The subject looked at him with fear in it's eyes. It looked scared. It didn't know what to do or where to go. It just wanted to go home with it's mom and dad... and her baby sister.

The subject let out a bloodcurling scream as she released a massive pulse of energy, sending everyone in the room flying into a wall, she then fell to the ground and held her self in pain as she felt the electricity course through her body. "IT HURTS! IT HURTS SO MUCH!" She screamed as she tried her best to stand... only for several armed soldiers stormed into the room, all of their weapons aimed at her.

"Subject R-D45H, you are to stand down immediately or we will be forced to use excessive force!" The lead soldier commanded, aiming a massive bazooka at her. "Our commander has authorized the use of the F.O.E. Inhibitors, and I'm warning you, these things HURT!"

"But... b-but you're s-supposed to-to be the g-good guys... y-you're s-s-supposed to help me..." She said with tears in her eyes.

"SUBJECT WE SAID STAND DOWN!" The soldier shouted at her but that only made the subject cry harder... and this time she unleashed a pulse of energy that made every soldier's brain in front of her explode by accident... even the scientist wasn't safe from it.

"NO! NO I-I DIDN'T MEAN TO... S-SOMEBODY HELP ME!" She yelled again... but she was alone… or so she thought..

One of the scientists she'd knocked out earlier slowly came to, and was forced to behold the death and destruction brought on by the subject, their creation.

 _'We've created a monster!'_ Was all she could think as she quickly grabbed one of the bazookas out of the dead soldiers hands. _'If she gets loose our entire world will suffer!'_ Not wasting a second she aimed and pulled the trigger, firing a missile which then deployed an energy field around the subject… sadly this only served to make the situation worse.

"AAAAAAAGHH!" She screamed in pain as the field worked in conjunction with the missile as it split into numerous smaller F. O. E. units that circled around her to create an even larger energy field while binding her body with electric shackles. She could feel the energy slowly surpassing her own,forcing her to the ground…

"NO!" She shouted in defiance. "NOT AGAIN! NEVER AGAIN!" She screamed before letting loose another burst of energy, destroying the inhibitors and completely absorbing the energy into her own body.

"That... that's not... that shouldn't be possible." The scientist said in utter shock. "You shouldn't have been able to do that."

However saying this caused the subject turn to her... with tears in her eyes and a look of someone who was lost... her head was actually pulsating as well. "H-help me... i-it hurts."

A small pang of guilt made its way to the scientist's heart, despite that she backed away, the lighting flaring around her body was still striking at random and getting close was not an option.

"... a-am I a freak?"

The scientist tried her best not to panic. "N-no… but you are out of control." She said in the gentlest voice she could muster, maybe, just maybe if she managed to get through to her she could stop this rampage. "Y-you need to calm down… m-me and the other scientists… t-the ones you haven't killed, we can help you…"

"... y-you mean it?" The subject said. Hope was now blossoming in her eyes. It was a chance to be normal again! She was going to help everyone! She could save her sister!

The scientist smiled, it was working! The subject was calming down, and in response the electricity circling her seemed to be slowly dissipating as well!

She managed to get to her feet and slowly moved towards her... and that's when she saw it. One of the other scientists that had been knocked out had also woken up, and like her he'd grabbed a weapon; a simple gun.

In the span of a few seconds, she ran towards the subject and pushed her out-of-the-way. "NO! STOP-"

*BANG*

A gunshot echoed through the lab.

"NOOOO!" The subject yelled at the falling corpse of the only one so far to try and show her kindness. She then glared at who shot her and then concentrated hard. She didn't want to hurt him... she wanted to ERASE him.

The scientist glared at their creation and aimed his gun again… only to notice it slowly being ripped apart… however the moment she was finished with it his hand immediately began disintegrating as well!

She was ripping him apart _one molecule at a time!_

The scientist could only scream in terror and pain as his arm and eventually his entire body was completely torn apart until nothing was left.

She then turned to the dying one in her arms. "D-don't die! Y-you can't die! Y-you're a good guy! You're nice! Good guys d-don't die!"

The scientist could only cough up blood as she looked her in the eyes. "I'm sorry…I-I was never good…w-w-we were trying to create the ultimate weapon…and we succeeded…b-but at what cost…?" She choked as tears began to leave her eyes...and she took her final breath...

"N-NO! NO! NO! PLEASE STAY AWAKE! Y-YOU'RE A GOOD GUY! YOU'RE A GOOD GUY!" The subject yelled at her lifeless corpse...only to realize she was already gone...she then started to black out, her body moving on its own as an electricity field formed around her body again, even more intense and dangerous than before as the three red dots glowed ominously…and a new voice coming from her mouth…

[Objective: Kill Supermare.]

* * *

In Maretropolis a lavender Alicorn stared down at the city before her, the ponies down below were practically ants to her. Her long cape billowed in the wind as she spread her wings.

Twilight Sparkle, or as the public called her: Supermare, sighed as heard the door to the roof open. "What is it Fluttershy?"

"It appears that we caught a signal from a military base near... Mareopolis." Fluttershy said. "It seems like it's increasing very rapidly and at a rate that could wipe out the whole city."

"How how soon till it reaches the city?" She asked in a stern tone.

Right before she could answer a loud explosion was heard, turning around the two of them saw multicolored sonic boom spread across the sky as a massive electricity shot out of it's center and crashed into the city.

"Oh… sometime about now…" Fluttershy replied sarcastically.

"Oh joy... keep the tower in shape will ya? Oh and when I leave? Raise the shields. I won't take a risk on this." Twilight said as she floated up and flew out a window and left a hole. Fluttershy sighed as she activated the shields.

"Sometimes I think you do that just to spite me Twilight."

Twilight flew towards the point of impact with her eyes glowing, fully expecting another superpowered freak show trying to lord its power over others, or an alien hell-bent on world domination.

What she didn't expect however…was a young rainbow-maned mare, enveloped in an electric shield crying in the middle of the street...

* * *

"W-what's going on?" The blue girl asked… yet nobody seemed to want to answer her. Her right hand hurt so much but nobody wanted to kiss it to make it better. They all just looked at her like she was some kind of freak.

As Twilight landed she stared down at the innocent little girl with pity, the poor thing was now scared and alone... not unlike her when she first arrived on this planet.

She was brought out of her thoughts when empty soda cans was thrown at the girl. "Get out of here, you freak!" One of them screamed, almost immediately several other civilians started screaming their own insults as well, even going as far as to throwing trash at the child.

"S-stop it... stop it... STOP IT! STOP HURTING ME!" The girl shouted as her brain started to hurt but then it started to radiate energy. Twilight knew what was coming next. "STOP! YELLING! AT! ME!"

[Kill her…] A voice in her head whispered.

"Stop it!" Twilight yelled as she rushed towards the child. "You're only going to make it worse!" However her warning came too late as a massive burst of energy exploded outward from the child, knocking almost everyone except Twilight off their feet.

"T-THEY HATE ME! THEY ALL DON'T GIVE A DAMN ABOUT ME! WHY DOESN'T ANYPONY CARE ABOUT ME?!" The girl yelled as tears came rolling out of her eyes as her hurting limb suddenly became loose and was hanging by a few wires, the three dots on her head and her eyes then went blood red as she glared down at her target.

[Kill.]

 _'Of course she goes nuts, because why the fuck not!?'_ She mentally shouted as she tried her best to fight the current pushing her back.

[Kill.]

Sadly she wasn't going to make it easy for her as she had several bolts of electricity strike her in the chest, forcing her back further. However she wasn't done as the three dots on her head fired three separate beams at her face, which Twilight quickly countered with her own three beams from her eyes and horn.

"Please listen! You can't let your power go out of control!" She shouted as she took a step forward. "Otherwise you're hurting not just everyone around you but yourself as well!"

"I-I CAN'T!" She cried out in pain as the shield grew more unstable, Random bolts of lightning striking the nearby buildings. "IT-IT'S TOO MUCH!"

[Destroy.]

"Please… I know what it's like to be afraid of your powers…" She shouted as she got closer. "To feel like you live in a world full of _cardboard_ , to feel like you have to hold back your power and avoid breaking something or _somepony…_ " She continued as the girls beams slowly started to die down. "Believe me I know how that feels… but if you let yourself lose control then you're becoming the monster that ponies will make you out to be!"

"Y-you... you understand?" The girl asked nervously as she slowly calmed down, The beams finally dissipating as the electric shield slowly vanished. "Y-you c-care... c-can you h-help me?"

With all the strength she could muster, Twilight hurled herself against the current with all her might and quickly wrapped her arms around the crying girl. "I do care, no one should have to go through what you must've had to..." Twilight said as looked deep into her eyes, she could already feel the current finally dying down. "I swear on my name, I will help you."

"T-thank you... I-I'm… my name is... R-D45H..." She told her gently. "It's all the scientists ever called me…"

Twilight smiled as the winds finally died down. "Okay then, I'll give you a better name, but for now..." She began before noticing the civilians slowly starting to recover. "Let's go somewhere where people won't throw things at you…then you tell me about yourself." She said before flying off with her in her arms…

"O-okay." Rainbow said as the two took off. It felt strange... to be in the arms of someone that cared for you... she knew until her dying breath that she'd help Twilight... no matter what.

However as she rested her arms, a small voice in the back of her head began its newest plan...

[Objective failed, engaging Operation: Braniac]


	2. Twisted

She stared at her old body as it floated lifelessly in a tube, it had been an 3 months since she had escaped the nightmare that was her prison, 3 months since she nearly destroyed the city along with herself...

3 months since Twilight rescued her and gave her the name: Rainbow Dash

She turned away from the tube and inspected her new body inside a stasis capsule, this one was a lot taller, to the point where she was almost as tall as Twilight. She wore a dark purple and black bodysuit, and like her old body she had three dots on her head in a triangular pattern.

"Alright... let's test this baby out." Rainbow said as she felt her three nodes connect with a terminal with three dots on it as well. She then transferred her whole mind over to the whole body.

[Upload complete.]

She slowly opened her eyes and looked around as the nodes disconnected, trying to get her bearings. As she stepped out of the capsule she stretched her legs and began to walk towards the monitor, not used to her new longer legs she quickly tripped and fell… only to find herself suspended in the air as two large wings deployed from her back

"OH HELL YEAH! BUILT IN WINGS FREAKING WORK! I TOLD YOU GUYS!" Rainbow shouted as she flew around a bit. "Oh this is so cool!"

"Enjoying yourself?" Twilight smirked as she entered the room. "I must say I'm quite surprised you're able to adapt to a new body so quickly."

"Oh the wings are no problem." Rainbow said as she did some loops. "I think they gave me some pegasus DNA in my body as well. It helps me adapt to any condition." She said with a big smile. "Maybe I have some unicorn DNA in me too..."

"Possibly, the power surge you had a month ago was not unlike the magic burst a unicorn would go through..." She said as she approached the main computer immediately typed in a few commands. "Though probably not much considering your old body seemed to have been created from a natural Pegasus, that being said, we still need to test your combat skills..."

"Uh... Twi you... you know how I feel about that right?" Rainbow asked her. "I mean... I think I might be good but... I don't want to lose control."

"Relax..." She said in a comforting tone as she placed a hand on her shoulder. "That's why we installed the power limiters, I know you're nervous but if we don't study the extent of your abilities we run the risk of you being unprepared should you find yourself in an actual battle." She explained.

"...okay." Rainbow said as she took a deep breath and exhaled. "When do we start testing then? I need time to set up the course and all."

"Well I was thinking we could start after–" Before she could continue there was a small beeping sound. She turned to the screen and pressed a button, opening the doors and revealing Fluttershy walking in wearing a black bodysuit with a white bat symbol over her breasts, a mask with long blood-red eyeholes and long pointy ears that covered all but her mouth, and special Wingblades that were black on the outside and white on the inside.

Twilight smiled as she noticed an unconscious pink pony slung over her back. "So you managed to capture her... good work."

"Sure. Whatever." Fluttershy said as she dropped the mare in a special cell and activated it causing a force field to appear. "Still don't see why you wanted this one."

"Uh...Shy, who's the mare?" Rainbow asked nervously. "Are you bringing corpses into the Watchtower now?"

"Relax. She's still alive." Fluttershy said, giving her a fanged smile which caused Rainbow to shiver.

"Yeah but who IS she?" Rainbow asked. "Sorry but I've been in here the past few days working on my new body, which you're totally ignoring by the way, so I'm a bit locked out of the loop."

Twilight turned back to the computer and started cataloging. "Subject is Pinkamena Diane Pie, AKA Pinkie or Harley Pie. Mentally insane, she's been hunting down and kidnapping civilians in an attempt to create a "family" since her own vanished." She said as carefully checked the cell energy.

"What happens when a family doesn't meet her standards?" Rainbow asked Twilight.

The alicorn typed in a few commands and brought up several pictures of her previous victims. The cyborg mare stared at the pictures for a few moments. "I can't physically throw up in my mouth but the feeling is there."

"Oh spare me the drama." Fluttershy scoffed as she approached the computer. "You weren't even there when the bodies were still fresh, the smell alone was nauseating…"

Twilight simply rolled her eyes while Rainbow eyed the mare cautiously. "You sure she's not dead? I mean she looks like you drained her to the last drop."

"I made sure. I'm a doctor remember… plus I already had a blood packet and didn't see the need to kill her... came pretty damn close though." Fluttershy said as she pulled out a blood packet and began to snack on it.

"Mind telling me how you tracked her down?" Twilight asked as she continued to type.

Fluttershy smiled as she sat down. "Oh now THAT was the fun part..."

* * *

Fluttershy sighed as she made her way through Balkham Asylum, it seemed like every time she came here it was getting easier to break out of…

...it didn't help that the most recent prisoner to escape had absolutely NO POWERS.

She then found the cell and the guards near it. She hissed once and they turned to her with a small scream. "O-oh... it's just you Batmare." One of the guards said.

"Yeah I know. You weren't scared by me or anything, right?" She asked sarcastically.

"Now, now, Batmare." A new voice called out. "My guards have enough to deal with without you scaring the daylights out of them..."

The Batpony turned to the source of the voice as well as the least favorite pony in the world.

"Harshwinny." She growled.

"Mhm... the prisoner who escaped here is a dangerous individual. Possibly one of the most dangerous in this city." Harshwinny said in a stotic tone. "You will have access to her files but please... do try your best to restrain yourself. The criminals here are trying to fix themselves. She is no different."

"No promises…" She retorted. Something felt off about this… Harshwinny barely showed interest in a prisoner to the extent of coming here in person... why was this particular one so important to her...?

As she walked through the halls of the Asylum she passed a few of the cells, some of which contained prisoners she recognized…

"Riddle me... no no that was... that was stupid." A stallion's voice said as she passed by a cell that was covered in green paint and question marks.

The next cell was just... a freezer. She frowned at this cell as it contained an old friend of hers... one she promised she'd help get better... she's come close a few times but they always end the same way... Freeze will always die if exposed to the elements.

The next cell contained a rather... irritating sound. A coin just... flipping up and down. She hated that one in particular.

Two cells down she encountered... his cell. Or rather an elevator down to his cell. The prisoner down there had came the closest to killing her out of every single thug, and ill pony, and she still feared him at night... sometimes she'd sleep at night and... hear his voice. "TICK. TOCK. FEED THE CROC."

She shuddered as she made her way to the control room. "Stay focused, remember why you were called here…" She mumbled to herself as she found the files already displayed onscreen, wasting no time she looked through them before heading towards the medical wing.

Once there she started searching through several of the vials containing blood samples from the prisoners, after a few minutes of searching (and repressing the urge to drink every last vile) she found the one she was looking for and opened it to take a sip.

"Hmm… sweet…" She smiled before taking a whiff… now she had her scent...the trick now was to hunt it down. A sweet scent it might be but in her city it was going to be difficult. It's pollution and horrid sewer smell made things like sweet smells hard to track down.

* * *

"Took me six days to finally pinpoint her location." Fluttershy continued as she stretched her wings. "Gothamville was made up of three separate islands, so it wasn't exactly easy…"

"Who named Gothamville? REALLY? I'm sorry but who names these places?" Rainbow asked Fluttershy. "Seriously it just feels like that name was half-assed."

"We live in a city called MARE-tropolis, I seriously don't think we're ones to judge..." Twilight mumbled.

"... fair enough." Rainbow said. "Sorry Flutters... I am kinda curious. You went into a little detail with most of those guys but... you skimmed over one of them PRETTY quick... the elevator-"

"We do NOT talk about him!" Fluttershy snapped at Rainbow, glaring at her as her wing wrapped around her body protectively. "EVER!"

For the first time since she'd met her, Rainbow saw fear and Fluttershy's eyes.

"Flutters calm down, she doesn't know." Twilight interjected, placing her hand on her shoulder and calming her down.

"S-sorry... I-I didn't... I mean I didn't mean to bring up any bad memories." Rainbow said carefully. Whoever it was in that cell... she could already tell that they did something horrible to Fluttershy. "So uh... l-let's talk about something that's... not as traumatic."

"R-right…" Fluttershy stuttered before regaining her composure. "S-so after six days of searching, I had finally tracked her down to a warehouse in the Port Adams district on Founders' Island…"

* * *

Fluttershy was lurking outside the roof of the abandoned warehouse. According to her reports, somepony had been spotted dragging large bodybags into the warehouse for unknown reasons.

She quietly opened a window and snuck in. She looked around and saw some... rather strange sights. At a few points she saw some jack in the boxes. Nothing to weird... but then she approached one and out popped out half a pony with the bottom part being... a spring.

"...that's just sick..." She mumbled as she continued through the warehouse. As she continued she came across another body, this one on a stand and dressed up as a toy soldier... with his mouth stapled into a smile...

"... this girl is desperate." She said quietly to herself as she marched onward. She then entered a strange room... a hall of mirrors so to speak. "This girl has some circus fascination. I can see that much."

Suddenly she heard singing up ahead, she quickly made her way towards the room, looking in through the small window on the door she saw the pink mare she was looking for, she wore a black and red corset, blood red hotpants, and had her poofy mane tied up into pigtails.

Inside the room, Pinkie "Harley" Pie happily sang as she put the finishing touches on her newest "family".

"Now Mr. Pie goes here..." She chuckled as she strapped the man into the chair, despite his protests... or at least the ones that she could make out due to the ballgag he'd been forced to wear.

"...and now for little Pie!" She smiled as she turned her attention to the shivering fosl in the corner.

Fluttershy quietly growled as she silently slipped in and out of the shadows. She needed to get close without raising suspicion. A family's life was at stake here.

"Please! Don't hurt me!" The young filly screamed as she tried to back away.

"Oh don't be silly! Big sis Pinkie doesn't hurt her family..." She said with a giggle… only for The pupils of her eyes to shrink as she gave her an unnaturally wide smile. "...unless they make Pinkie unhappy! You're not going to make Pinkie unhappy are you?!" She asked in a more demented tone as she slowly approached her… only to stop when she noticed her... "other half" sitting next to her target... she was practically her mirror image… save for the darker-toned straight mane.

"You have an unwelcome guest..." She giggled maliciously.

Pinkie then turned towards Fluttershy and smiled that impossibly wide smile once more as she looked at her uninvited guest. "Hiya! I'm Pinkie! AND YOU'RE AN UNINVITED GUEST YOU NAUGHTY PONY!" She shouted at Fluttershy before pulling out a sledgehammer and running towards Fluttershy. "IT'S HAMMER TIME!"

 _'What the-?! How did she find me?!'_ Fluttershy thought as she darted out of the shadows just as she brought the hammer down, leaving a massive dent in the floor.

Pinkie scowled as she quickly ran after her, her "other half" watching from behind the chair next to the bound Stallion. "Now this is entertainment!" She cackled as she munched on some popcorn.

"HOLD STILL AND LET ME PUMMEL YOU!" Pinkie screamed as Fluttershy backflipped away to avoid the her as continued to swing her hammer, leaving dents in the floor and holes in the walls.

"Yes because I _want_ to die today." Fluttershy quipped as she darted away from another hammer swing. She then flared her wings and flew at Pinkie and decked her with a fist to the face and sent her flying a short distance away. On most enemies that would have knocked them out... yet Pinkie got back up with a demented look on her face.

"Oh that tickled! Can we try again!?" Pinkie giggled as she came running at her again with her giant hammer.

Fluttershy arched a brow under her red-tinted goggles. "OK, you've clearly lost it!" She said as she dodged another strike from her hammer.

"Said the mare dressed as a bat." Her "other half" smirked as she casually walked between them and turned to Pinkie. "You'd better hurry up and kill her, otherwise she'll take your new family away…"

"No! You can't take them!" She screamed as she pulled out another several throwing knives. "This is my family! MINE!" She shouted before throwing all of them at once before charging at her with her hammer raised. "They'll stay with me forever and ever and EVER!"

"Sure they will." Fluttershy said coldly as she dodged the knives and grabbed the hammer as it was only an inch or two away from her head. "Right after you go back to the Asylum."

"Oh, that's not good…" Her "other half" mused, sitting atop the hammer. "You remember what happened the last time we ended up there, right? The shocks, the serums… that little chip Ms. Harshwhinny put in the back of your neck...and now she wants you to go back…"

"NO! I'M NEVER GOING BACK THERE, HARSHWINNY WON'T TAKE ME AGAIN!" She screamed as she dropped her hammer and backed away… before grinning like a mad mare as she pulled out a chainsaw. "I JUST WANT A FAMILY, IS THAT SO WRONG?!"

"Yeah about that, when you stuff them and make them scared half to death? Yes. Yes it is. Plus I don't think you could really say they enjoy being your family." Fluttershy said coldly as Pinkie revved her chainsaw to life. "Really? That is VERY impractical."

"She's dissing Mr. Slicer…" Her "other half" said, which infuriated Pinkie to the point she was nothing more than a angry and royally pissed off mad mare with a chainsaw.

"I'M GONNA CARVE YOU A SMILE SO WIDE YOUR FACE'LL FALL OFF!" She shouted before lunging at her, ready to slice her to bits.

Fluttershy drew her wings and flew upwards to avoid the chainsaw. "This is just sad." She said as she flew back down and drop kicked the insane mare in the face, sending her flying into a wall.

Pinkie groaned as she picked herself up and wiped the blood off her nose before giving her a deranged smile. "Thank you ma'am, may I have another?"

Fluttershy then zoomed right up to her and grabbed her...before sensing a heartbeat from her. Her mouth started watering as her fangs became exposed.

"Ooo, nice fangs!" Pinkie smirked before head-butting her in the face before pulling out another throwing knife. "Let me show you mine!" She shouted before throwing the knife at her shoulder and leaping towards her dropped hammer.

Fluttershy felt the knife pierce her shoulder but she didn't care. All that mattered was that she satisfied her hunger. It had to be Pinkie otherwise she might turn to that... plump... juicy... delicious looking family she had tied to the table.

Pinkie noticed that the Batpony had turned her attention to her new family...and fear immediately gripped at her heart.

"She wants them to herself…" Her "other self" said as she sat beside the bound mother, casually drinking some tea. "The moment she sends you back she'll take them as her own family… and you'll be all alone again…"

At that moment, something within Pinkie _snapped_.

"I WON'T LET YOU TAKE THEM! I WON'T BE ALONE!" She screamed before lunging at her for a third time. "NO! NOT ALONE! NEVER ALONE!" She shouted as tears began to erupt from her eyes, painful memories resurfacing as she continued to swing, her mind having snapped completely. "NEVER ALONE! NEVER NEVER NEVER NEVER NEVER NEVER!"

Fluttershy dodged the swings but saw the damaged and scared look in her eyes. This wasn't a deranged psychotic pony... okay yes but she clearly had some issues that extended far beyond just a mere 'kill and replace family who didn't live up to her standards' type deal... she could relate to that. She almost felt bad for the psychopath… but there would be time for that later.

"I WON'T LOSE THEM AGAIN!" She screamed as she continued to swing at her, growing more and more frustrated as she missed. "My old family never wanted me, so I'll just MAKE MY OWN FAMILY! AND IF THEY WON'T BE THE FAMILY I WANT THEN THEY SHOULDN'T LIVE!"

Fluttershy dodged the swings and then took a quick shot that hit Pinkie square in the nose and yanked the sledgehammer away from her. She then put her in a sleeper hold and saw her exposed... pulsating... neck.

Pinkie groaned as she struggled to free herself… and then felt a severe pain in her neck, she managed to catch a glimpse of herself in one of the broken mirrors and saw that the Batpony had sunk her fangs into her neck. "N-never alone... n-n-never... n-never..." She stuttered as she struggled to stay conscious… only to pass out completely...

Fluttershy wanted to keep draining. It had been too long since she had a meal this good but... she controlled her urges and pulled back. She saw the family and went over and untied them. "Go. Run now." She told them coldly. When they didn't run she bared her teeth and hissed.

The mother and father quickly grabbed their daughter and ran like Cerberus was after them, however as the ran the daughter looked back at her and mouthed the words "Thank you Batmare".

Fluttershy smiled at this before turning her attention back to unconscious psychopath. "Now, to get you back to the Asylum…" She said as she picked her up, however upon seeing the back of her neck she froze.

One the back of Pinkie's neck was none other than a small "X" mark engraved in her skin.

"Harshwhinny…" Fluttershy growled in rage

* * *

"Wait... she was a Suicide Squad survivor?" Rainbow asked her. Twilight and Fluttershy stared at her with shock.

"Um... Rainbow how do you-"

"Hey I had time to read the internet AND hack into her private files. I know about these guys... weird though she always noted Pinkie really enjoyed the missions... until... oh duh. Someone close to her died during her last mission."

"So her family vanished, she got forced into the Suicide Squad AND her friend died on a mission? Yikes... no wonder that girl's messed up in the head..." Fluttershy stated as she turned her attention back to their prisoner, who was slowly waking up… "So what exactly are we going to do with her?"

"The X on the back of her neck signifies where the chip was implanted." Twilight explained. "It may have some info that'll prove useful to us…"

"...and make for good blackmail material against Harshwhinny…" Fluttershy added with a fanged grin.

"What made you hate Harshwhinny Fluttershy?" Rainbow asked her. "I mean JEEZ."

"She's affiliated with Cadmus, the very same organization responsible for...that." She explained, gesturing to the tube that held Rainbow's former body. "Your life is just one of many that they've ruined."

"... I don't like her now." Rainbow said as she glared at her old body. "I want to... I have too..." Her eyes and the three dots started glowing red. "Bucking bitch... coward... hides behind children."

"Ugh… what in the name of pink hit me...?" Pinkie moaned before looking around. On the other side of the glass her "other half" smirked at her. "Well you got beat up by Sparkles over there, and then she gave you the world's most painful hickey."

The moment Pinkie laid her eyes on Fluttershy she froze. "You...bit...me..."

Fluttershy's ear flicked a bit and she turned to Pinkie. "Come again?"

"You... bit... me... that... THAT MEANS YOU NEEDED ME!" She said with an excited look in her eyes. "OH YES YES YES! YOU NEEDED ME!" She exclaimed as she tried to force her way out of her cell.

"This mare has some _serious_ abandonment issues…" Rainbow said as Fluttershy backed away, thoroughly creeped out by the pink mare who was just hours ago eager to rip her head apart. "She is one sick puppy."

"YOU WANTED ME! NOBODY EVER WANTED ME! BUT YOU DID!" Pinkie shouted, pressing her entire body against the glass with a gleeful smile on her face.

"Sure... we'll go with that." Fluttershy said as she started to pull down her mask... that proved to be a slight mistake.

"GAH! PUT IT BACK ON! PUT IT BACK ON NOW! I CAN'T SEE YOU! LALALALALALALALALALALALALALALALALALALALALALA!" Pinkie kept saying as she covered her ears and looked to the sky.

"Alright fine, jeez!" Fluttershy said as she pulled it over her head again. Almost instantly Pinkie stopped singing and went back to gushing over the Batpony. "What's your problem with what I look like anyway?" Fluttershy asked in irritation.

"Oh that's easy! You're you! You're Batmare!" Pinkie said as though it was obvious. "But if you take that mask off... well then... i-it takes away the mystery... like green bean over there and miss wingboner."

"The fuck did she just call me?!" Rainbow snapped while Twilight blushed immediately tucked in her wings, glaring at their prisoner. Fluttershy however, couldn't help but chuckle a little.

"Alright then, listen up Pinkie." She began with a serious tone. "You happen to have some information that may prove useful to us, so here's the deal: you work for us, and you get to live here, instead of the Asylum. Deal?"

"No Asylum? Promise?" Pinkie asked her with watery eyes. Fluttershy rolled her eyes and smiled.

"I promise."

"But do you PINKIE promise?"

Fluttershy glanced back at her allies who simply shrugged. "...fine, I _pinkie promise._ "

"If she lies you die…" Her "other half" whispered.

"Wait! You have to do the motions!" Pinkie said with a scared look on her face.

Fluttershy groaned."What the... nobody does motions for a simple pinkie promise-"

"DO IT OR I WILL SLIT MY OWN THROAT! WITH A BROKEN TOOTH!" She screamed.

"Go on, do the motions!" Rainbow teased while Twilight snickered.

"Ugh, fine! What do I do?" The Batpony groaned. _'This is ridiculous…'_

"Cross my heart..." Pinkie made an x with her hand over her heart."

"...cross my heart." Fluttershy did the same thing.

"Hope to fly…" She continued, making flying motions with her hands.

"...hope to fly…" Fluttershy continued with a sigh.

"Stick a cupcake in my eye!" Pinkie finished before pulling out a cupcake from…somewhere, and slammed it into her face

"...stick a cupcake in my-wait, what?" The Batpony blinked when she noticed she was now holding a cupcake. "Where'd this come from?!"

"STICK IT IN YOUR DAMN EYE!" Pinkie yelled at Fluttershy with a look of utter insanity.

With a small *splat* Fluttershy slammed the cupcake into her face, doing her best to ignore her comrades chuckling behind her. "There, happy now?"

"You didn't mean it... you didn't mean it at all!" Pinkie yelled. She then did something that to Rainbow's last cell of power she swore she'd never forget. She opened her mouth and the crazy mare started BANGING HER HEAD AGAINST THE GLASS! Once a tooth popped out she then placed it near her throat. "DO IT RIGHT! DO IT RIGHT NOW!"

"Ok fine!" Fluttershy shouted before repeating the motions as enthusiastically as possible. "Cross my heart, hope to fly, stick a cupcake in my eye!" She chanted, sticking said cupcake into her face once more.

"Wait, where did she get another one?" Rainbow asked, Twilight simply shrugged, still shocked that the mare was willing to go this far for a simple promise.

Pinkie then smiled and dropped the tooth. "There we go! See that wasn't so bad was it?" Pinkie asked with the same enthusiasm one would expect from a counselor talking to a recovering drug addict.

Fluttershy sighed as she wiped the remains of the cupcake off her face. "I need a fucking drink…"

"EEEEE! DRINK ME! DRINK ME!" Pinkie suddenly squeed as she quickly pressed her body against the glass again, happily showing off her neck, which still had bite marks on it. "You can have as much as you want!"

"Um... it was just a figure of speech." Fluttershy said looking at the crazy mare questioningly. "I don't really need to drink right now... but I'll let you know when I'd need you."

"...o-oh." Pinkie slumped a little. She appeared to be hurt by the comment, completely oblivious to the looks the other two were giving her. "It's okay...you can always take a drink from me!"

"So... we're seriously keeping this psycho?" Rainbow whispered.

"We kept you." Twilight replied with a smirk.

Before she could retort, the screen started flashing is it shifted to a map of Equestria, it then zoomed in on a particular area:

The Badlands

Rainbow stared at the screen in confusion. "What-"

"It's a distress signal..." Fluttershy interrupted as she approached the screen.

"Well, it looks like Applejack finally found those basterds..." Twilight chuckled...


	3. Big

In a the harsh desert known as the Badlands, a lone stallion wearing a cowboy hat with a brown cloak covering most of his body made his way towards the edge of a cliff overlooking a vast canyon.

"Now where in the hay is she?" He mumbled to himself.

Just as he said that however, the ground started rumbling, but it wasn't an earthquake...it was something far worse...

Suddenly a creature burst out of the ground behind him, it was a scaly, worm-like beast covered in violet scales, with a red fringe just behind it's pink head: a Tatzelwurm.

It narrowed it's black, red streaked eyes at the cowboy before letting out a bellowing letting out a bellowing scream as it's mouth opened in three directions, with three long black tentacles extending from its toothy maw.

But before the cowboy could draw his gun, the creatures screeched in pain as a black sword burst out of it's body, slicing it open from the inside.

"Took ya long enough, ya know that right?" The cowboy asked the sword as it finished tearing the Tatzelwurm apart. The body then fell over and chunks were everywhere from what little remained of it's insides.

"Well, not all of us can fight our way out of a giant worm's insides…" The mare smirked as she exited the hole holding a black sword with golden symbols on the blade. She had orange fur and a long blonde mane, she wore white armor that had an opening over her cleavage, arms, and navel, black shoulder pads bearing golden symbols, a white helmet that cover most of her head excluding her face & hair with "horns" and a golden "W" over her forehead, white armored gloves and boot, and finally black belt and white skirt with similar golden symbols.

She was Applejack, or as many called her: Wonder Mare.

"And some of us have portals built into their swords." The cowboy said as he side-stepped to avoid the gunk got on him.

"Fair enough..." She smirked as she wiped the blood and guts off her sword. "So what are we looking for Braeburn? All yer message said was that yah needed help takin' out some crazy cult…"

"Yeah. Callin' themselves Kobra and they think they're Faust's gift to Equestria or somethin'." He said as he loaded his gun.

"So... what are these weirdos trying ta do?" She asked nonchalantly as she as she sat atop the dead Tatzelwurm. "Summon a demon and drink its blood to gain its power? Sacrifice a virgin to their possibly non-existent god?"

"Ah heard they had a big weapon that they may or may not have stolen and wanted to test it on the big mare herself." Braeburn explained, turning his attention to the canyon. "Ah can handle mahself but... Ah figured that wouldn't be good fer you or yer friends..."

"Great, more delusional idiots thinking they're doin' Fuast's work…" Applejack scoffed before flying towards the canyon. "So they decided to make their base of operations in this area? How the hay did they avoid all those Tatzelwurms?!"

"We think they raised these." He said. "I mean they stay out to a certain areas and mostly try to eat anypony that strays too close in order to scare ponies into staying away."

"Right, that makes sense..." She said as she drew her sword. "So how exactly are we getting in? Yah got anything for me to lock onto?" She asked as she held up her sword.

The cowboy smirked and pull out a helmet shaped like a cobra head from under his cloak. "Managed to snatch it from one of their members before he made his escape." He explained as he handed it to her.

Applejack took the helmet and held it near the hilt of the sword, the symbol glowed for a few moments as it scanned the object before the rest of the symbols began to glow. Applejack aimed the sword towards the cliff and pressed a button, causing a boomtube to open up right in front of her.

Wasting no time, she immediately flew in and found herself in a metal hallway. "Let's get this party started..." She let loose a loud whistle and caught the attention of every Kobra member in the hallway. "Alright... who here can put up a fight?" She asked as she twirled her sword.

Their response was to aim their guns at them and open fire.

* * *

In another part of the base, a silhouetted figure stood before a large metal oval-shaped container with several wires attached to it as numerous Kobra soldiers rushed around.

"Soon… very soon our weapon will be completely operational…" She smiled as one of the soldiers approached her.

"Ma'am! There are intruders in the base!"

"What?! Keep them busy! They can't be allowed to stop our project!" She shouted at her soldier, who quickly saluted and ran off.

"This is too soon. I haven't updated her programing yet." She growled as she began inputting other commands and memories. She finished inputting the final command and smiled. "When I uncovered you, I knew you were meant to help me show the world that equality is the true source of happiness... under one ruler of course…"

* * *

A few minutes later, Braeburn exited the portal to see the hall covered in blood and corpses. And in the middle of it all was Applejack, standing over one of the last remaining soldiers by as he tried to crawl away. "This is just sad… Ah swear finding this place was more difficult." She grumbled as she stabbed him from behind... and then smirked as she lifted him up on her sword. "Hey look, Ah destroyed and replaced his third leg!" She chuckled.

"Oh ha ha." Braeburn said as he shot the cultist in the head. "...we kinda need to interrogate the guards if we're gonna find the weapon…" Braeburn stated as he stepped over one of the corpses.

"Yeah but they fired first Brae." Applejack said casually as she stabbed another Kobra member and tossed them to the side. "Not mah fault Ah tried to defend mahself."

"Last I checked you're just as bulletproof as Supermare..." Braeburn retort before noticing one of the soldiers trying his best to crawl away. "Howdy there!" He smirked as he slammed his foot on his hand. "Mind tellin' us where that fancy weapons of yours is?"

"I would rather die than tell a sheep like you!" The soldier shouted before he tried to bite down on a cyanide capsule... however each time he tried the capsule was just an inch away from him.

"Now that's not very nice..." Applejack smirked as she stepped in front of him and picked up his arm...revealing that she'd just cut it off. "Now ya can tell us before Ah start removing body parts... or Ah can move on to the legs next..."

"... it's too rooms down and the third door on the left. The weapon is in a cocoon like structure." He said calmly before screaming into the sky. AJ smiled and slammed his head down, knocking him unconscious.

"Nice going, let's move!" The cowboy said as they ran (or in AJ's case, flew) towards the room where the weapon was being held.

Eventually they arrived in at a heavily armored door. "Ah got this..." Applejack said as she jammed her sword into the door. Braeburn however, noticed a small air-vent near the lower-left and got an idea.

"You go on ahead, I prefer the more...stealthy approach." He said as he whipped out his gun and shot the locks holding the vent closed off before crawling in.

Applejack shrugged and proceeded to fly in a circular motion, cutting a huge hole in the door before kicking it in, revealing several soldiers waiting for her, guns drawn.

"Yer door was locked, thankfully Ah had mah own key so Ah let myself in."

* * *

Up in the control room, overlooking the weapon, Braeburn shot the lone guard in the back of the head before casually pushing him out of the chair. "And now to work mah magic..." He smirked as he started typing...

* * *

Down below, the turrets stationed around the container suddenly started firing on the soldiers instead of Wonder Mare, who was easily cutting through the guards like they were nothing.

"Thank Faust for Brae." She said quietly as she stabbed another soldier before looking at the prize. The container was like nothing she'd seen. It was almost like a cocoon of some sort... ready to hatch whatever was inside it.

Not wasting any time, she swiftly flew towards the cocoon, ready to slice apart whatever was inside it...only for a giant hand to burst out of it and grab her.

"Behold you foolish weak minded sheep!" The leader shouted as another giant hand appeared. "The inheritor of the world! Giganta!"

What came out of the cocoon was a giant blue robot apparently based on a female with black plating on its stomach, shoulders, arms, and knees. She glared at her captured target with her glowing yellow eyes before slamming her into the ground.

"GAH! Okay...Ah'll admit... that hurt." Applejack said as she slowly got to her feet and looked at the robot...and saw that it's eyes were starting to REALLY glow now... which meant one thing. "And it shoots lasers...of-freaking-course, that's just perfect!"

Applejack quickly flew out the way as Giganta fired twin beams from her eyes, she quickly attempted to strike her from behind, only for her opponent to prove she was quicker than she expected as she turned around and slugged Applejack with her giant fist greeting and sent her flying through the wall.

"Well that's gotta hurt..." Braeburn deadpanned as Applejack returned to his side via boom-tube.

"Ya'll must be geekin' out right now." She smirked as the turrets began firing upon the giant. "Ain't this like yer favorite anime or game... what was it again? "God of Titans"?"

"Ah'd be geekin' out some more if it wasn't tryin' tah kill us… now how do yah plan on stopping that thing?" Braeburn asked as he reloaded his gun and set the turrets on auto target to distract the giant.

"Well Ah could try and cut it's head off and... wait where's the damn leader!?" Applejack shouted. Braeburn looked around and realized the one heading the Kobra organization vanished.

"She's probably controlling that thing from a distance, if yah keep that this busy, Ah'll track her down!" He explained as the door to the control room opened as several more Kobra soldiers poured in.

"You sure about goin' off on yer own?" She asked and she quickly beheaded one of them and sliced the other in half. "Ah can take these guys out first-"

"What? So you can hog all the fun?" Braeburn asked eagerly as he charged headlong into the battle. "Y'know Ah can handle this on mah own!" Braeburn said as he threw a knife into the neck of a soldier trying to bull rush him, then turned around and gunned down two more. "Just keep that thing busy!" He shouted before running out of the room.

However before she could retort, Giganta, having destroyed the turrets, slammed her fist into the control room, destroying half of it.

"Well... this is gonna be a doozy..." She groaned as she pushed the rubble off herself and flew towards the giant, ducking under its hand as it tried to grab her and landing on its arm.

AJ quickly dodged another strike as she made her way up to her shoulder... only for a gun turret to pop out off the shoulder and fire at her. She quickly pressed a button and activated a boom-tube to swallow them up. "Ah guess yer not as stupid as Ah thought..." She chuckled as she closed the portal and sliced off the turret. "Yer even stupider 'cause yer fightin' ME!" She shouted before slashing her across the face.

Giganta made a noise very close a growl before firing her twin lasers at Applejack, the mare narrowly dodged and flew towards one of it's ears and sliced it off with her sword, the blade going through the metal like a knife through butter.

The robot screeched in pain as it glared at Applejack, it's eyes now glowing blood red. "Ah think Ah pissed it off." She mumbled before quickly dodging the laser aimed at her.

* * *

Braeburn darted through the halls shooting down any Kobra soldiers that got in his way. "Come on... where are ya at?" Braeburn asked as he searched through the base until he finally found a door leading to the central control room.

* * *

"No, no, no, NO!" The mare snapped as she snapped as she observed the battle between Wonder Mare and Giganta. She stood before numerous monitors that displayed the battle from various angles around the room. "This can't be happening! She was supposed to the ultimate android!"

"Yeah life's got a weird way of screwin' ya over." Braeburn said as he aimed his gun at her. "It's over ya nutcase. Just surrender and Ah promise Ah won't shoot ya." He told her.

The leader just glared at him. "You don't get it. She was meant to be perfect. To be the next protector of this world! We would have made this world safe!" She yelled at him.

"Safe fer ponies like you maybe…" The cowboy retorted. "...besides, y'all really think that thing won't turn on ya the moment it gets the chance?"

"I have it under control here! It can't do anything without my say so!"

* * *

"Braeburn where the fuck are ya?!" Applejack shouted as she dodged a fist coming right for her.

She quickly pressed the button on her sword and once more opened up a boomtube beneath her and quickly dived into it and emerged behind Giganta. But the giant turned around and fired her twin beams, Applejack immediately opened up another boomtube that swallowed up the next onslaught of lasers… sending them right back at the giant.

The giant stumbled back reeling from the blasts and fell to it's knees. It's left eye was cracked and it's right hand was disabled. "S-st-stooop... please *KASSH* DOES NOT COMPUTE-INTRU-D-D-DER! Please help*KSSSSH*" The Giant started as it started to thrash around holding its head in pain and personally in gibberish, it's eye is shifting between static, glowing red, and… normal. "ERROR! I am-ERROR-not in contro-*KSSSSHH*-make it stop-*KSSSSHH*-help me!"

"The hayseeds?" Applejack whispered as she dodged another fist that was aimed at her. This was starting to get confusing...this robot was trying to smash her a moment ago but now it's begging her for help?

* * *

"What the hayseeds?" Braeburn shouted as he saw what was going on. "What did you do?!"

"When those lasers hit her, they must have broken the restraining mechanism!" She screamed as she slammed her fist onto the one of the buttons. "Stupid piece of JUNK!"

"Well then that just ain't good news for ya now is it?" Brae smirked as he aimed his gun at her. "I'll repeat. You're under arrest-"

"Don't think so!" The leader smirked as she quickly turned around and fired a magic blast at his face.

"GAH!" Braeburn screamed as he fell to the ground, clutching the right side of his face in pain.

The leader smirked as she threw down several smoke pellets, engulfing the entire room. "If I can't control it from a distance, then I'll have to do it dangerously close!" Her voice echoed throughout the room, by the time the smoke cleared she was gone, with a hole in the floor where she once stood.

"Son of a-" Braeburn groomed in pain as he slowly crawled to the control console and turned on the mike. "AJ... yer gonna have some company come your way."

* * *

"Nothin' Ah can't handle!" Applejack shouted as she dodged another laser and turned her attention back to the giant. "Now... Ah maybe a warrior but Ah am open to other options... and it sounds like ya need help."

"P-please I just-EXTERMINATE!" The robot shouted as it tried smashing Applejack again. "Remote control in-ALL YOUR BASE-ck of my b-b-b-brain. D-d-destr-BELONG TO US-oy it please!"

"Alright… let's see if Ah can-" Sadly before she could finish, a large hatch opened up above Giganta, revealing the leader, wearing what looked like a cobra helmet with mouth open wide with a visor obscuring her face, a dark green suit with like green shoulder pads, and a flowing green cape.

She was riding on what appeared to be some sort of giant floating ring which instantly attached itself to the giant's neck while she landed on her right shoulder. "Now she is under my total control!"

"Uh huh... ya shouldn't have done this ya know that right?" Applejack said as she pulled her sword out and threw it at the leader of Kobra. The sword penetrated her heart and pinned her to the wall. "Seriously. Ya shoulda moved faster."

"...nice aim..." The leader scoffed before _casually pulling the sword out of her chest_ , allowing the wound to heal. "...and thanks for the sword, I think I'll keep it." She smirked under her helmet before turning to Giganta and pressing a button. "KILL HER!"

"What the-" Applejack stated before Giganta slammed her into a wall. She pushed the fist off her body and stared in pure shock at the leader. "How in the hell are you alive?!"

"Oh, it's just thank to a little gift I received from the League of Assassins… a sample of the Lazarus Pit!" She explained as she casually twirled the sword. "Once I altered and enhanced to formula… well, the results speak for themselves."

"Pl-Please... help-CRUSH!" The giant momentarily pleaded before her eye became red and she attempted to squash Applejack, her eyes turned back to normal a second before it could reach them and immediately changed its target to a nearby wall. "S-stop her-DESTROY ALL ENEMIES!" She barely managed to get out before firing another laser from her single working eye.

"Well if ya can talk normal for two seconds and tell me that'd be helpful!" Applejack said. "Ah'm kinda at a loss here!" She dodged another laser beam.

"Good luck with that!" The leader before pressing the button on the sword, creating a boom-tube, having witnessed Wonder Mare do it several times during the battle. "I have to admit, some very impressive technology…" She mused to herself before pulling out a detonation switch. "As amusing it is to watch her pound you into the ground, I really must be going… farewell Wonder Mare" She smiled, giving her a mocking bow before stepping through the portal…

However at that moment, Braeburn dropped down from one of the vents, shooting the detonator out of her hand and pulling a rope out from under his cloak, he quickly threw his lasso into the portal and pulled as hard as he could, yanking the sword out of the leader's hand and through the portal just before as it started to close.

"What?!" The leader shouted. "NO!"

Braeburn then aimed his gun at her head and fired, the bullet piercing her skull right as the portal closed. He then tossed the sword back to Applejack. "Ah believe this belongs to you!"

"Thanks a bunch!" Applejack shouted as she grabbed it. She then flew towards Giganta, vainly tug at the ring still fastened around her neck with her only functioning arm.

As Giganta tried to blast her again, she pressed a button and vanished through the boom-tube as it closed. Another one opened behind her and Applejack sliced the ring to pieces before landing on her left shoulder. "Now then... mind tellin' me how ta stop ya now?"

"S-spine...Sh-Sh-shut-ERROR-down-KILL!"

"Alright. Thank ya kindly." Applejack said as she flew down and jammed her sword into the giant's spine.

"ERROR, ERROR-th-thank... y-y-you-" was all she was able to say before finally shutting down. After which the giant was engulfed in a faint glow and slowly started to shrink down to the point where she was the size of an adult mare.

"Whew...finally it's over!" Applejack sighed before turning to Braeburn. "Thanks fer gettin' mah swo-what happened to yer face?" She asked in mid-sentince, seeing the scar left behind by the Kobra leader.

"The bitch burned half of my face with her magic. Personally though, I think it's an improvement." Brae joked as he smiled at her. "What do you think of my battle scar, huh?"

"Well...back at mah home scars are kinda a badge of honor… so ah guess it works…" She said before turning her attention to the robot. "Mind if Ah take her with me?" Applejack asked as she walked towards her. "Pretty sure Supes would like tinkering with her… speaking of which…" She pulled out a communicator and pressed a few buttons, sending out a distress signal.

"Is that you given her a call?" Brae asked her. "Course it is. What am Ah sayin'?" He told himself. "Anyways not much Ah can do if ya did want to bring her back with ya... but uh... ya don't HAVE to leave right now... do ya?"

Applejack turned around, giving him a casual glance. "And if ah don't?" She asked with a seductive tone.

"Well... Ah don't have to leave soon either." He smirked as he got close.

Applejack threw off her helmet before grabbing his cloak and tearing it off. "Ah ain't gonna be gentle, and the safe word is 'banana'." She finished before kissing him full on the mouth.

* * *

"So this is the Kobra base…" Supermare exclaimed as she and Batmare flew through the halls.

"Hm. Doesn't seem that impressive to me." Batmare said calmly. "Seems a bit torn up if you ask me"

"Applejack's calling card." Twilight replied as she stepped over one of the dead guards. "She seems to love leaving a mess wherever she goes..."

She they continued towards the source of the signal the heard sounds coming from down the hall, thinking there were still some guards around they quickly flew through the hole in the door and into the main chamber... and immediately regretted their decision.

"Oh sweet Faust! Really?! You're doing that HERE?!" Twilight shouted.

"My eyes are now regretting ever coming here." Fluttershy said with a deadpanned expression. "This was a big mistake."

"Oh good, y'all made it." Applejack said nonchalantly as she got off of Braeburn, who was unconscious but had a blissful smile on his face. "And stop complaining, it's not like we've done anything you haven't seen before…" She smirked as she put her armor back on.

"Whatever just...let's take the robot back to the Watchtower." Twilight sighed.

"Alright fine…" Applejack mumbled before hoisting Giganta over her shoulder. " but someone's going to have to take Brae back home…"

"Not it!" Supermare screamed as she took off.

"She's SUCH a child." Fluttershy said as she grabbed Braeburn and hoisted him over her shoulder. "Don't worry, I'll take care of your lover stallion Applejack."

"Feel free to sink yer fangs into him if ya want..." Applejack winked at her before flying off. "Just don't suck him dry!" She called back to her, laughing as she caught up to Twilight.

* * *

As the two flew across the night sky, Applejack glanced at robot she was carrying. "You know Twi... Ah've been thinking... Ah'm givin' this robot a name when she's rebuilt."

Twilight arched a brow. "Oh really? That's what you were thinking of while going at it with Braeburn?" She chuckled.

"Har, har. That's SO funny." Applejack retorted. "No Ah meant... well kinda yeah. Ah was thinkin' of it while me and Brae were makin' sweet love." Applejack boasted towards Twilight who blushed with envy."But yeah... Ah'm thinkin'...Rarity."

"...Rarity? REALLY? And what makes you think that she's earned that name?" Twilight asked in curiosity.

"Well she is pretty unique..." She explained as she gestured to one of the mechanical parts exposed through her broken outer shell. More specifically; the "Omega" symbol imprinted on it.

"Back at home we were told of robots like these that were sent to other worlds to obliterate any resistance and prep it for takeover... they were cold, emotionless, and showed no mercy." She explained as she gave Giganta a sympathetic look. "...yet she's different, she held back when fighting me and tried to avoid hurting me despite her programming." She then turned her attention to Twilight. "In a way she's different from all the others that were created, a rarity among her own kind..."

"... when did you get into philosophy Applejack?" Twilight snarked.

Applejack rolled her eyes but smiled. "Ah've been on this planet fer decades, Twi. Ah got bored." She chuckled as they flew off into the night…

* * *

"Ow… ow… ow…"

Back in Appaloosa, Braeburn groaned in pain as he walked through the streets with Batmare by his side.

"Oh stop complaining, I didn't bite you _that hard_ …" She smirked as she playfully licked her lips and gave him a fanged smile.


	4. Toys of Destruction

Three weeks later at the watchtower, Rainbow stood before stasis pod about twice her size in the middle of the lab with several monitors and cylinders hooked up to it.

"Gotta say, didn't think I'd ever be tasked with patching something like this together…" She mused to herself as she typed out some commands on the keyboard, within the stasis pod was none other than Giganta, AKA Rarity. "I swear, it's almost like I'm looking at a prototype version of myself..."

She then made her way back to the main computer and began in putting several commands, only for new window to pop up, revealing a female news reporter.

"...and in other news, the The Royal Flush Gang, a notorious robbery family with several counts of murder on their list, recently tried to rob the Central City bank earlier today, however by the time the police had arrived almost every single one of them had been killed save for the youngest."

"Huh?" Rainbow asked as she looked into the report more.

"The only footage of who stopped them is… disturbing. Younger viewers should be warned and stay with an adult."

The screen shifted to the camera's POV during the robbery, outside of the safe were five uniquely dressed ponies, one a King, the other a Queen, the younger one seemed to be a jester of some sort, the one next to him was a large hulking stallion covered in a white bodysuit, and the youngest one was a mare wearing a similar bodysuit, only black on one side and white on the other.

"Hurry up!" The King shouted out as the large one proceeded to rip the vault door off. "We haven't got all day! Ace, Ten, get in there!" The younger members nodded and quickly ran inside.

"Relax dear…" The Queen stated, placing her hand on his shoulder. "We made sure to disable the security systems, now we just need to-"

Suddenly there was a flash of blue lightning near the upper left corner of the screen. The Queen paused, looking around and immediately pulled out a gun. "Somepony's here…"

The King growled is anger as he pulled out one of his own. "Whoever you are, you're a fool for coming here alo-" The King's words died in his throat as he gasped in pain.

"Dear? What's wro-" Between screamed as she turned to face her King, only to see blood leaking from his mouth… and a black claw sticking out of his chest.

The queens scream alerted the other members, Ace turned around and his eyes widened as he saw his leader fall lifelessly to the ground. He growled and charged forward... only to be met with blue lightning circling him... and then two bolts struck him in the chest.

Ace screamed in pain as he was sent flying into his sister and knocking her out, smoke rising from his charred body.

The biggest member immediately attempted to grab the figure from behind, to out m only for the figure to out maneuver him and strike him through the chest, like his King he was dead in seconds.

The Queen, seeing this as a lost cause immediately attempted to flee, only for the figure to catch up to her, grab her by the head, and in one swift motion, snap her neck.

The youngest sister soon came too and looked around. Fear gripped her heart as she saw her family... all dead. Immediately the figure turned to her and grabbed her by the neck and ripped off her mask.

Revealing a mare with a gray coat and blond mane. "Please...please no…" She pleaded, tears leaking from her terrified eyes.

The figure just glared at her, it's eyes not angry... but filled with shame and disapproval. It dropped her to her hindquarters. "Never. Do this. Again." It told her and then zoomed off in a blur of blue lightning….

"…yikes…" Rainbow stated as she took a screencap of the figure to study it later. "For something to be able to go that fast…"

"WHATCHA DOIN'?!" Pinkie shouted as she snuck up on Rainbow who shouted in sheer panic.

"DAMMIT PINKIE DON'T DO THAT!"

"Sorry! Couldn't resist!" Pinkie giggled as she cartwheeled around the room. "So Lady Wi-fi, got any new apps?"

"Okay can you stop CALLING me Lady Wi-fi? It's not funny the second time around." Rainbow said as she closed the window, but Pinkie ignored her. "Anyways no I don't have new 'apps' but I do have one upgrade. I got me a battle form."

"Ooo~lemme see, lemme see!" She shouted in excitement as she bounced around the android.

"Alright... check it." Rainbow said as she flexed her body. Suddenly armor started encasing her whole body giving her clawed hands and feet. Her face became like a skulls and her 'brain' was exposed. "Well? What do you think?"

"She looks like Skeletors deformed brother." Her "other half" deadpanned as she sat atop the stasis pod.

Pinkie stared at her alternate, more muscular form for a whole minute before giving her a deadpan look. "Not bad, but you look like a dude."

"I look like I'm wearing armor dingus." Rainbow said before she turned back to normal. "It gives me extra protection for if I'm hacking something, like if there's anything on Equestria that could give me a challenge, or if I get into a fight."

"Meh, I would've gone for a more stripperific look, kick everyone's ass while they're too busy gawking!" Pinkie replied as she turned her attention to the screen.

"Yes because that's TOTALLY not a stereotype." Rainbow said. However she then got a bit of feedback from a police radio. "Wait... Pinks I got something... alright... you ready for your first mission?"

"A MISSION?!" She screamed in excitement. "YES! A CHANCE TO PROVE TO BAT-MARE THAT I'M WORTHY OF HER!"

"And a chance to slit more throats of course…"

"Um... yes that." She said. "Alright the location is on this phone." Rainbow said as she handed it to Pinkie. "Go there and... for Faust's non-existent sake don't go _too_ murder crazy."

"No promises!" Pinkie giggled as she took the phone and ran down the hall. "I gotta get my mallet, and my chainsaw!"

"WHAT WAS THAT?!" Rainbow yelled.

"Fine... no chainsaw..." She grumbled as the doors closed.

Rainbow rolled her eyes and got back to work... and wasn't surprised when she saw a familiar face. "I told you before and I'll tell you again. I'm not going to be like you."

[You only delay the inevitable] How reflection retorted in a more robotic, monotone voice. [You were built with one function and one function only: to kill Supermare]

"Yeah well that's not happening is it?" Rainbow retorted. "So why don't you go fuck off."

[You are not different] The reflection continued. [You simply choose an opposing function]

"Didn't know being normal was a fucking app." Rainbow sneered at her robotic counterpart.

"Who are yah talkin' too?" Another voice asked, snapping her out of her thoughts.

RD blinked as she turned to see Applejack enter the room, she glanced back at the computer screen only to realize her reflection had turned back to normal.

"N-nopony. Nopony important." Rainbow said as she went back to the computer. _'Please. Please just let this be a normal day.'_

* * *

Later in the streets of Maretropolis, several thugs ran through the alleyway in terror as they were pursued by the insane party pony... wielding what looked like a gun with a grenade launcher taped to it, and fuzzy dice hanging off the tip. "Guys? Guys come back! I just wanted to talk... about shooting you, with this gun, which is what I'm gonna do after we finish talking!"

"YOU'RE CRAZY YOU KNOW THAT?! YOU'RE CRAZY!" The thugs shouted as they ran but received several bullets in his body as a prize for talking back to her.

"See?! Your friend enjoyed my present!" Pinkie shouted. "Can't you enjoy it to?!"

"Screw you!" Another thug shouted... only to get a bullet through his skull.

The rest the thugs continued to run, each one taking a different alleyway in hopes of losing her.

"Aw are we playing hide and seek? I bet we AAARE!" Pinkie said as she cocked the grenade launcher and shot down each alleyway. "POP GOES THE WEASEL!"

The thugs' screams were drowned out by the explosions the moment the grenades detonated, killing them instantly. Pinkie, satisfied with her work, casually walked back into the warehouse she'd driven the thugs from. Upon entering she found the last remaining thug right where she left him...strapped to a chair… with her "other half" sitting right next to him.

"If he tells us what we're looking for kill him. You don't have a reason to keep him alive. He's just a piece of shit that works for these punks."

Pinkie regarded her with a small glance before turning her attention back to her prisoner. "Sorry for the long wait, I had to make sure your friends didn't bring back any uninvited guests while we were having our little party!"

"P-please... k-kill me." He begged. "Please just kill me."

"Look at that pansy. Seriously we haven't even been PLAYING with him that long." Her "other half" chuckled maliciously.

"Hmm tempting... but nope!" She giggled as she pushed his chair over and sat on his chest, ignoring her "other half's" irritated scoff. "You have some information that I need. Y'see, some weirdo's been launching attacks on warehouses like this one... and since you and your pals were using this place as a hideout...well, I get the feeling that you know exactly what's going on, so spill!"

"Y-you want me to rat on them?! I-I can't! T-they said they'd turn me into a toy!" He screamed. Pinkie looked at him confused.

"...somepony's beaten us to the punchline? Well that just won't do."

"What do you mean? Ponies can be turned into toys?" Pinkie asked curiously, ignoring her "other half's" quips.

"NO YOU IDIOT! THEY'LL FILL ME WITH SOME FUCKED UP LIQUID AND TURN ME INTO A PRESERVED DOLL! I-I WON'T LET THAT HAPPEN! PLEASE JUST KILL ME!"

"Hey look at that! He's asking for death! Let's grant it to him!" Her "other half" smirked as she strolled around the two.

Pinkie couldn't help but find the irony of the situation humorous, usually her victims would beg for their lives before she killed them, yet this one was begging to be killed after he gave up the information...

...which brought a question to her mind; just how twisted were the ones he was working for? She was tempted to end him there, but this was her first solo mission, she had to prove to Batmare that she could handle herself.

"Oh who GIVES a damn what batsy wants." Her other stuff groaned as she nonchalantly twirled a knife in her hand. "She's so... dull and BORING when compared to us."

Pinkie shot her "other half" a glare before turning her attention back to the thug. "Okay... I promise I'll kill you... if you tell me what's going on."

"L-look, I never see them up close! They just contact me through wired packages and I tell them where the next raid is gonna be, or where the boss's weapon caches are, that's it!"

"And where do you think they'll strike next?"

"T-the weapons cache near the harbor. Knowing them they'll send in their mini-bombs first" He stated. "Please, I've said too much already... just end me..."

"Hm... okay!" Pinkie said as she unloaded a whole new clip into the poor bastard, she then turned to her "other half" with an annoyed look on her face. "Happy now?"

"I'm never happy... except when ponies die. Then I'm happy. So yes. I am." She stated as she got up and walked beside her.

"Well then, many more are going to die after this, so do me a solid and cut the backseat driving a bit, ok?" She said as she made her way towards the exit.

"No promises... now then, time to please a mare who doesn't give two real shits about us."

"Shut up, Pinkamena."

* * *

At the docks several armed men were stationed around the entrance while a few more patrolled the area. "I still can't believe this..." One of them complained. "How many of our hideouts have been attacked so far?! It's getting ridiculous!"

"Yeah but... you seen what happens to the ones that survive?" One thug asked before shivering. "Freaking disgusting dude."

"Don't... don't remind me." The first one said. "I'm still trying to get that out of my head."

Suddenly, A strange tune began to echo throughout the area. The guards looked around in confusion until one of them noticed a Jack-in-the-Box slowly rolling towards them.

"What the hell…?"

Just as the tune finished playing, The box popped open and out sprang a bomb the size of a bowling ball, exploding in their faces and killing them instantly.

Soon the entire warehouse was surrounded by weird, toy-themed explosives, spinning tops with blades on their sides, wind-up teeth with sharp fangs, and tons of bomb-in-the-boxes that surrounded the warehouse.

And Pinkie had arrived just in time to see the mayhem unfold.

"What the... WE MISSED THE FUN OPENING?! OH COME ON!" Pinkamena shouted in rage.

"SOOO TOTALLY UNFAIR! AND WHY DON'T I HAVE THIS COOL STUFF?!" She whined as the toys kept killing the thugs all over the place. "I mean really, these are just so neat! And they're gimmicks! I don't have a gimmick aside from shooting people!"

"Hi!" A voice called out. Looking down Pinkie saw a cute robot doll with a pink dress and blonde hair walking towards her. "I'm Baby Doll! Do wanna play with me?"

"...what the FUCK!?"

"Hm... nah." She said as she shot it's head off and then stomped it to pieces before turning to Pinkamena. "I think we can both agree that was fucking weird right?"

"Hell. YES."

"That's not nice!" Another voice shouted, prompting her to turn around to see five more of the same doll. "Let's play together!" They all shouted as they opened their mouths… each revealing a hidden gun as they immediately opened fire.

"Ok, that's just cool!" Pinkie said as she narrowly dodged the bullets and took cover. "That was actually pretty clever. I mean if they didn't try to kill me I'd probably ask how they made those things and THEN kill them!"

"I KNOW RIGHT?! SO MANY WAYS TO KILL A PONY!"

Another explosion went off as the dolls continued their assault, and judging by the screams of agony and terror, taking out several more thugs in the process.

As Pinkie continued to hide, her phone started beeping. "Pinkie are you there? Answer me!" RD shouted.

"Oh joy. Green bean is calling us again."

Pinkie rolled her eyes as she answered. "You know I was being perfectly stealthy before you just called."

"Wait... you were being sneaky?" Rainbow asked.

"PFFT! NO!" Pinkie laughed afterwards.

"Why am I not surprised?" RD groaned as another explosion went off from inside the warehouse. "Look, I'm picking up an odd signal. Whoever sent these weird objects is controlling them remotely. I'm sending you the location now!" She explained.

"OOOH! Like in-"

"Pinkie I swear to Faust. If you say 'like in Call of Duty' I will personally hunt you down and blow your fucking head off." Rainbow growled and Pinkie chuckled.

"I know you love me you little brainiac you!" Pinkie said as she looked on her map and saw that the signal was coming from the rooftop.

"She's a buzzkill, isn't she?"

"Yeah, but that's part of her charm! She's stubborn! Just like-" Pinkie stopped, her mane drooping a bit before going back to normal. "...nevermind, I got some dolls to kill!" She shouted as leaped over the wall and took the dolls head-on, missing the glimmer in Pinkamena's eyes…

* * *

Up above a young figure cackled gleefully as he watched the carnage unfold. "Oh, one little two little three little mobsters, four little five little six little mobsters, seven little eight little nine little mobsters, 10 mobsters bite the dust!" He sang as he continued to press a few buttons on his controller, commanding the bomb-in-a-boxes to seek out more targets.

"This is Trickster to Toyman, how goes the assault sweetie?" A female voice asked, the young colt picked up his communicator.

"It's going pretty smoothly, these idiots can barely put up a fight… wait a second, several of the Baby-Dolls just went off-line..."

"Come again?" The Trickster asked.

"S-s-someone's breaking my toys! NO! NO! NO!" Toyman whined. "How do I make them stop?!"

"Calm down sweetie."

"But I worked SOOO HAAARD ON THEM!" He complained as he began pressing buttons and moving the joystick. "Do you know how hard it is to make walking talking doll with guns in their heads?!"

"Of course I do, I helped you build them." She replied. "But this isn't the time to lose your cool."

"...alright mom." The colt grumbled. "I still wanna hurt them though."

"I promise we will dear." The Trickster told him soothingly. "Try and capture them and when you get home...we'll be having ICE CREAM!"

"YAY!" Toyman cheered. "Can I have Caramel Crunch?"

"Can I have some too?" Pinkie asked, leaning over his shoulder. "I love Strawberry Cheesecake flavor!"

"Sure thing!" The colt replied before turning back to his communicator. "Hey boss, can the strange pink-haired lady have-GAH!" He yelped upon realizing he'd been caught. "Where'd you come from?!"

"Oh, I climbed a ladder." Pinkie said with a smile on her face. "So YOU'RE the crime boss they sent me after? Honestly I was... kinda expecting something a bit... taller."

"Aw... can we keep him? He's so cute I could just eat him up...literally!" Pinkamena giggled, licking her lips as she circled the young colt.

"Crime boss?!" The colt repeated, dumbfounded and a little insulted. "Do I LOOK like Black Mask?!" He snapped angrily. "And for that matter, who the heck are you?!"

"A serial killer with a number so high you're going to be crying in utter fear if we mention it." Pinkamena smirked, nonchalantly filing her nails.

"Sweetie, what's happening?" The female voice called out. "Is everything OK?"

"OOOH! Who's the new voice?" Pinkie asked as she grabbed the controller. "Hello? Is this thing on? Can you hear me? Hellllllooooooo!"

"Hey! Give that back!" The colt yelled, trying to snatch it back from her.

"Make us you cry baby."

"Who is this?! Are you one of Black Mask's hired thugs?!" The asked angrily. "I swear if you lay a FINGER on my boy I'm gonna-"

"Wait... your boy... you mean... y-you're a... a-a family?" Pinkie asked slowly with an honest tear in her eyes.

"Uh, yeah... a broken one anyway..." The colt mumbled as he slowly backed away. "Look, you're obviously after someone else so... later!" Without giving her time to retort he ran towards the edge of the roof.

"CATCH THE LITTLE PRICK!"

Pinkie sighed and shot at his feet causing the colt to pause in pure fear. "Listen I need help hunting Black Mask down. Now are you gonna help me or are you just gonna be a dumb kid and let me shoot you?" She asked him with a bored expression on her face.

"HEY! I'M STILL TALKING HERE!" The voice continued. "WHAT DID YOU DO WITH MY SON?!"

Pinkie saw the communicator and picked it up. "Oh relax worry wort. I didn't do anything... yet. I just want to do a team up is all." She said with a smile on her face. "So what is it going to be?"

"And WHY exactly should we work with you?" The voice asked suspiciously. "What do you even want from Black Mask?"

"To kill the guy just for... reasons."

"I just want to kill him. I honestly don't know who the ba-" She started to say but then saw the colt "-the big jerk really is."

"Lady I'm not sheltered, I know plenty of swear words." The colt deadpanned, taking another step back.

"Oh look at him. He's a big boy. Knowing the big stallion words." Pinkamena cooed as another explosion went off.

"...very well." The voice said in a more calm tone. "Meet us at the abandoned Krank co. Toys Warehouse tomorrow at noon. We'll discuss things further there."

"See ya!" The colt smiled as he jumped of the roof... only to reappear being carried away by a few remote control helicopters via strings attached to his belt.

"Okay... I admit. THAT IS BAD ASS." Pinkamena said as Pinkie stood beside her.

"Yeah… they seemed like nice people." Pinkie added with a kind smile. "I really hope I don't have to kill them this time."

"I do."

"You'll kill anything with a pulse."

"Yep. Proud to admit it."

* * *

The next day Pinkie Pie skipped towards the abandoned warehouse, while most of the old vehicles outside were useless and the exterior looked like it hadn't been used in ages, she couldn't help but notice some new additions such as balloons, oversized toys and other gag equipment, there was even a mini-ferris wheel on the roof.

"...it's a wonderland of carnage and devastation... I WANT IT!" Pinkamena gleefully cackled as she bounced off of one of the balloons.

"I think I might retire here…" Pinkie giggled.

"Welcome to Krank Co!" A familiar male voice called out. "We hope you enjoy your stay and kindly ask that you don't touch the cyanide pies or the explosive whoopee-cushions...they haven't been tested yet..."

"Wait they have CYANIDE pies?! That's fucking genius!" Pinkamena cackled. "I can already TASTE the agony!"

"Please proceed to the main room with the giant teddy bear with sharp teeth." The colt stated. "And if you come across a cannon that shoots acid-laced confetti, you've gone too far."

"YAY!" Pinkie said as she hopped along. As she did she passed by several unique looking toys. Some were toy planes with actual guns built in, others were like the Jack-In-The-Box that were seen back at the warehouse. Each one she passed by earned an 'oooh!' and an 'aaah!' from Pinkie or her "other half".

"SERIOUSLY! WE COULD USE SOME OF THIS! IT'S SO GENIUS!"

Said "other half was geeking out as they made it to the teddy bear with sharp teeth and saw that there was somepony there. It was a mare due to the more... slender nature of the pony's body. She wore an outfit that even Pinkie wouldn't even consider. A mix-matched outfit with different colors and pictures on them, a dark purple cape, a strange looking domino mask, and her hair, whatever color it once was, now had green and orange as it's primary colors.

"Hello. Welcome to our home." The mare said coldly to Pinkie.

"She's a bundle of joy."

"Whoa. What's with the cold shoulder? Did I make somepony mad?"

"Let's see..." She casually retorted as she bounced a yo-yo from her right hand. "Could it possibly have something to do with you SHOOTING AT MY SON?!" She snapped, flinging her yo-yo towards her at an alarming speed. Said yo-yo immediately had several spikes pop out of its sides, whizzing past Pinkie and leaving a cut across her cheek.

Pinkamena's eye twitched. "... the bitch cut us... MURDER HER ASS."

Much to her shock however, Pinkie simply took a deep breath. "Huh... well that'd piss anyone off. That's for sure." Pinkie said nonchalantly. "I was mostly aiming for the floor though."

The mare's eye twitched in irritation. "I'm warning you right now, try something like that on my son again and no one's going to find your body."

"Noted." Pinkie told her plainly. "So what say we get this team up rolling huh?"

"Not so fast..." She said. "I'd at least like to know what you have to gain from all this..."

"Naturally. Of course she does." Pinkamena snarled, angry that her "saner half" didn't act on her instincts like usual.

"I get to kill somepony then nopony will mess, duh." Pinkie said bluntly. "That's about it. I mean, no tears going to be shed over that mob boss right?"

The mare sighed before standing up from her chair. "Follow me." She said as she made her way deeper into the factory. A few minutes later they were in what looked like the remains of an old meeting room, in the middle the young colt was observing pegasus stallion tied to a chair and blindfolded, with several cuts and bruises decorating his body.

"Hang on... doesn't he look a little familiar?" Pinkamena asked, strolling up to the chair and standing next to Toyman.

"Ok Joe, let's try this again…" He said casually as he began winding up a set of fanged chattering teeth. "Where is Black Mask's main base?"

"I-I don't know nothin'! I-I'm just a thug I'm tellin-" He paused when he saw... Pinkie. "Oh fuck. Oh fuck please I-I'll tell ya everything just don't let that sick fuck anywhere near me!"

The two stared at the Pegasus in surprise before turning to Pinkie. "Wow, what'd you do to this guy?" Toyman asked over their captive's screaming.

"It's... OH MY GOD IT'S CHILLY! Holy shit we haven't seen him in like... forever!" Pinkamena squeed in excitement.

"OH MY GOOOOOOOSH! OH CHILLY I MISSED YOU!" She squeed as she hugged him.

Toyman blinked. "Wait, you know him?"

"Poor little Joey saw me beating a poor stallion up for intruding on my family time. Thankfully he's kept his mouth hush-hush about it right?"

"Y-yeah! I-I didn't tell no one Pinks! Honest!"

"Ah-ah-ahhhh, gotta do the motions." Pinkie said with a big smile on her face.

"Oh for the love of. YOU KNOW HE'S KEPT THE DAMN PROMISE!" Pinkamena snapped.

"Just kidding!" She giggled, giving him a reassuring pat on the head. "Now Joey, I need you to tell these nice ponies what they want to know, because if you don't they won't get what they want and I'll be unhappy, and you remember what happens when I'm unhappy..." She finished with a disturbingly wide smile as the pupils of her eyes shrunk into tiny dots. "...DON'T YOU?"

"I SWEAR TO GOD I DON'T KNOW! PINKS PLEASE! PLEASE I DON'T KNOW!" Joe said with tears streaming down his face. "Please... please."

"Bitch slap this pansy. I can't STAND cowards." Pinkamena said coldly, while Pinkie was looking rather sadly at Joe. She then sighed. "Joe... just tell them what you know."

"And if you don't..." Toyman casually said as he finished winding up the fanged chattering teeth. "Well, you really DON'T wanna know where these are going…"

"HEY! JOE IS MINE AND IF YOU HURT HIM I DON'T CARE WHO YOU ARE! I WILL MOUNT YOUR HIDE OVER A DAMN FIREPLACE!" Pinkie said with a vicious snarl.

Without a second thought Toymaker dropped the teeth and stumbled back. Even Trickster seemed a little scared, but quickly regained her composure. "Listen, you said you would help us…" The grown mare snapped as she smashed the teeth under her foot. "He's one of Black Mask's top informants and we need to squeeze every last bit of information out of him before his boss finds out he's missing and changes his course of action!"

"...Chilly... is this true? Have you been working with Black Mask?" Pinkie Pie asked him with a knife in her hand. "Tell me the truth... what have you been doing?"

"Oh this is going to be juicy, I can tell!" Pinkamena snickered. "I think I saw some cyanide pies in the back…"

"L-Look, he wanted some more hired muscle, he had the money and I had the connections…" The Pegasus confessed.

"Connections? Oh do go on Chill." Pinkie said with a smile on her face. "I'm just DYING to hear what it is."

Joe immediately started to sweat, but his fear of what Black Mask would do to him was outmatched by the pony in front of him. "Basically street gangs who could help with smuggling drugs, shaking down people who owed him money, keeping others from moving in on his turf..."

"And where would we go to hurt him the MOST?" Pinkie asked politely but Chill saw the eyes again... they were mostly empty.

"H-his main base of operations!" Joe quickly shouted, the calm tone of her voice freaking him out even more. "It's in the north sector of the city! He had some of his more crafty men steal a large shipment of supplies meant for Blueblood Industries, that's all I know, I swear!"

Behind Pinkie, her "other half" smirked as she wrapped her hands around her "saner half" and seemingly phased into her body, immediately her mane became dimmer in color and went straight. **_"Oh... that's good to know Chilly... but see... now you're completely and utterly useless to us."_**

"P-Pinkie..." Joe stuttered in fear.

"Toyman? Leave. NOW." The Trickster stated firmly, leaving no room for an argument. The young colt was more than happy to oblige.

'W-wait what are you doing?! Joe's been there for us! We don't need to kill him!'

 ** _"I know that, but newsflash? I don't care Pinkie."_**

Suddenly Pinkamena found her right arm restrained just as she pulled out a knife. Looking behind her she saw Trickster pulling on a string attached to a yo-yo wrapped around her hand. "As much as I'd like to see him choke on his own blood, we still need him…"

"Please Pinkamena! Just let me back in! I promise the moment we find Black Mask's base I'll kill as many goons as you want! Please!"

 ** _"...promise it'll be messy?"_**

"VERY messy! They'll need to use a fire hose to wash it all away! Just please, don't kill him!"

 ** _"Ugh. Fiiiine... you owe me a damn MASSACRE after this Pinkie."_** Pinkamena said as she backed off Joe. **_"Consider this your lucky day Chilly."_** Joe breathed a sigh of relief as Pinkie's mane returned to its poofy nature.

Trickster arched a brow. "You finally snap out of it?"

"Y-yeah... sorry I just... lost control... it doesn't happen that much." Pinkie reassured Trickster. "Joey are you okay? I-I'm sorry I let her in control."

"I-I'm f-f-fine..." The Pegasus shivered, averting his gaze as Trickster retracted her yo-yo. "...just...please don't let her out again...at least not near me!"

"Y-yeah... I-I promise." Pinkie said as she frowned. She didn't mean to hurt her second bestest friend in the world but sometimes Pinkamena... was demanding.

"...can I come back in now?" Toyman asked from outside the room. "Is she sane again?"

"Sane, no. Tame, yes." Trickster bluntly stated as she walked over to the bound Pegasus. "Now then, about your next job...you're going to use it to sneak us into Black Mask's main base... that alright with you?" She asked, glancing at Pinkie.

"Oh that's wonderful!" Pinkie said ecstatically. "I love working with kids!"

"Good, and if you play your part properly, we'll be nice enough to let you walk away from this… less injured than you already are..." She then turned her attention back to Pinkie. "And for you, I might be willing to let you keep some of our "toys"… that sound like a fair deal?"

"YAY! I GET NEW TOYS!" Pinkie shouted with enthusiasm. She then hopped off while everyone stared in shock.

"Mom... she scares me."

Trickster simply patted his head. "Relax son. She's dangerously insane, yes...but that danger can be used against our enemies."

"Yeah... for now." Joe said causing the two to turn to him. "Look she acts nice right now but she could go crazy REALLY quick... not her fault though..."

"You keep your mouth shu-wait, what do you mean by that?" Toyman asked while his mother gave him a curious look.

"WOW! WHAT'S THIS BUTTON DO?!" Pinkie's voice echoed throughout the warehouse, followed by a loud *BOOM*

"NO! DON'T TOUCH THOSE! THEY HAVEN'T BEEN TESTED YET!" Toyman screamed as he rushed out of the room.

"Good thing the kid left. Listen... Pinkie... she's not had the best of fillyhoods and she... turns the bad memories into anger." He told Trickster. "I helped her once and... well there's a reason she spared me."

"We all have our tragic pasts...some of use let them affect our future, while others use it to fuel their actions..." She said as she pulled out a picture and stared at it, a single tear trailing down her cheek. "...I have plans for my sons future, and they start with Black Masks death..." She said as she exited the room...


	5. or, Pink Harley's Solo Act

"So, all of these cool weapons are yours?" Pinkie asked as she poked the stomach of a stuffed bear... only two immediately draw it back as a massive bear trap ripped itself out of the fabric and nearly took her hand off.

"Yeah, but some of my weapons ended up being scrapped and abandoned. Like the squirrel torpedo, just couldn't get the weight ratio to work right..." Toyman mused as he chucked a dart at one of the mannequins, missing the head and hitting the wall... and then immediately exploding.

"Ooooh!" Pinkie said with a smile on her face. "It still looks like fun!"

"Oh yeah, I can't tell you how many times I've used them just to get a good laugh!" He chuckled as he pulled out a deck of playing cards and started shuffling them. "Those poor thugs had no idea what hit them!"

"Aw, I bet that was an awesome sight!" Pinkie said excitedly as she skipped alongside Button... before she finally saw something that was like heaven to her. "I-is... is that a... pink sledgehammer with a bow on it?"

"Oh that old thing?" Toyman mused as she ran towards it. "Yeah, it's one of mom's older inventions, it has rocket boosters inside it to give it an extra kick when hitting someone..." He sighed as he turned to walk away. "Unfortunately she ended up making it too heavy to use…"

"MINE!" Pinkie shouted as she grabbed and hugged it like it was her own toy. "I love hammers. They're my favorite weapon besides chainsaws."

Toyman turned around in confusion, and immediately dropped his cards in shock. This lady didn't seem to have as much muscle mass and yet she was lifting it over her head like it was light as a feather!

"Alright sweetie!" The Trickster called out. "It's time for our plan of attack! Tonight we take out Black Mask for good!"

"Aw... it feels like it's too soon already." Pinkie pouted. Toyman however just smiled wickedly as he casually walked up to where his mother was with Pinkie skipping behind him.

Entering the room, they saw Trickster sitting at a long table with several maps laid out before her. "So! What the big plan to take out Mr. Mask? Does it involve explosions?!" She asked eagerly before noticing Joe still tied to the chair on the other side.

"Well the first thing we're going to do is set up a distraction so that I can sneak in." Trickster said and made an "X" at one spot. "Toyman is going to set a toy that will draw attention and cause it to be brought in. It'll blow up and cause a distraction for me to sneak in. You will-"

"Blow stuff up? Like I normally do? Please let me blow stuff up!" Pinkie said excitedly yet... Trickster noted there was a hint of fear in her voice... like she HAD to cause some kind of property damage... or kill somepony.

"You'll be allowed to blow up anything you want… as long as you stay outside." She stated cautiously for long another "X"on the opposite side of the warehouse. "You'll be assisting Toyman in taking out as many gang members as possible, security is airtight around this part so you should have plenty to slaughter. When I give the signal Toyman will enter from the roof while you draw their attention by attacking various points around the base."

"Yay!" Pinkie said with a smile on her face. "This is gonna be the best party ever!"

"Wait, then why's he here?" Toyman asked, gesturing to Joe.

"I wanted to be sure nobody ratted out to Black Mask." Trickster said. "So until we're done he's staying here."

"After this all blows over, I'm leaving town…" He grumbled to himself.

* * *

Late that night, several trucks approached the large warehouse, this was the main base of operations for Black Mask's gang: The False Facers. Near the entrance, a large truck backed into the garage with a few thugs standing guard.

"Alright honey. The plan is a go." Trickster said to her son who chuckled a little.

However, not too far away. Pinkie was glaring at the window before her, her "other self" smiling at her maliciously.

"Is it time?" She asked eagerly.

"Yeah... it's time Mena." Pinkie sighed as she seized up.

Down below, one of the thugs walked towards his allies. "Hey guys! You'll never believe what I found!" He shouted, holding up a familiar looking doll.

"Seriously? A doll?" One of them scoffed. "What are you, three?"

"Wait, is that…" Another exclaimed. "...Baby Doll?"

"Yeah! They don't even MAKE these anymore!" The first thug smirked.

"So?"

"So?! Look at what good condition this thing's in! can you imagine how much I could get for this on eHay?!"

Toyman smirked before hitting the detonator. "Time to play!"

The doll then exploded and the thug holding it went along and was nothing more than two hooves that fell down seconds later. Everyone close to him died which was... all of two other ponies... he wasn't a popular guy.

"And that's my cue…" Trickster giggled as she leaped off the roof. Toyman quickly pulled out his remote control (which now had a screen on it) and activated his toy helicopters, bomb-in-boxes, and Baby Dolls, all of them causing havoc around the warehouse. "Hey Pinkie, better get in on the action before my toys kill them all!"

 ** _"Pinkie's sleeping right now... but I'll have some fun."_** Mena said as she raised her hammer and brought it down on one thug. Making him a red smear on the pavement. **_"Pop goes the weasel!"_**

"Yeesh..." Toyman winced as he watched Mena ruthlessly slaughtered the thugs. "Glad I'm not them..." He smirked before commanding his helicopters to shoot down more thugs while his bomb-in-a-boxes detonated around the warehouse.

"Eyes on the prize dear." Trickster joked as she used her razor yo-yo to slice one thug's throat and had it wrap around another's neck before causing it to snap.

Wasting no time, she pulled out some playing cards and threw several of them at a stack of crates, just as the thugs rounded corner the cards started beeping and exploded, destroying the lower half of the crate and causing them to fall on them. Smirking she quickly tossed a can of laughing gas over her shoulder before leaping up to one of the crates.

Meanwhile Mena was just slamming her hammer down on anything that moved. Every False Facer who saw her panicked and ran... but that's not just because they saw what she did to their friend... everyone in Gothamville was scared of Pinkie 'Harley' Pie... but this wasn't her... as she loved to point out at times... everyone was scared of The Joker.

 ** _"Are you all ready to die? Good, because I'm ready to kill!"_** She cackled as she ran after another thug before basing his brains in with her hammer. She then saw several thugs coughing/laughing in a green cloud of gas, the aftermath of the Tricksters bomb. **_"Time conduct a symphony of pain!"_**

She smiled as she leapt into the gas-completely unaffected-and started bashing thugs left a right. **_"One little, two little DEAD little idiots, four little, five little DEAD little idiots!"_**

"W-WE GOTTA GET OUT OF HERE!" One False Facer shouted as he ran away from Pinkamena. "SHE'S FUCKING NUTS!"

 ** _"HAHAHAHAHAHA! SANITY IS OVERRATED!"_** She cackled as she pulled out her gun and shot them in the legs. **_"TIME TO KILL, TIME TO DIE, TIME TO BLOW YOU ALL SKY HIGH!"_** She sang as she fired several grenades at the downed thugs, , reveling in their screams of terror as they were blown to pieces.

"Jeez... mom I think bringing her along was a bad idea." Toyman said as he maneuvered a few planes to kill some more of Black Mask's thugs.

* * *

Crawling through the vents, The Trickster smirked as she heard the carnage outside, this was it, the moment she'd dreamed of ever since her husband died. Black Mask would finally pay for what he'd done to her family...

"You mean we've lost half of our men already?!" A voice called out from under the vent.

"S-sir they... the Trickster family or whatever... they brought HER here!" The false facer said with utter fear dripping in his voice. "T-they brought Harley!"

"Who?!"

The Trickster arched a brow, apparently this mate had a reputation of some sort among these guys…

"T-the crazy chick! Y-you know! The one who kills families?! She's here and slaughtering EVERYONE!" He screamed. "W-what do we do!?"

"Are you kidding me?!" Black Mask scowled before snapping his fingers, immediately a figure appeared from out of the shadows, he wore what looked like a simple tuxedo, a red cape, and and red helmet that looked like half of a capsule. "Hood. Take care of the crazy bitch, I have a weapon that needs to be assembled and I won't be losing it because of some nut job dressed as a clown!"

"S-sure thing boss." Hood said as he messed with his helmet. "Er... you sure there's no other mask I could use?"

"Are you questioning me?!"

"N-no sir!"

Trickster scowled but continued onwards to the next room. Taking a left, she saw what appeared to be the construction of some sort of vehicle.

"Hurry up will ya?!" One of the thugs snapped as a crane lowered one of the parts into place. "The longer we take the the closer those nut jobs get to killing us!"

 _'Oh don't worry. You won't have to worry about waiting for me.'_ She smirked as she dropped a small object out of the vent and onto the device...

* * *

Back outside, Mena felt like Hearts Warming had come early. Everywhere she turned there was someone to kill, a group of thugs to slaughter, she was having the time of her life!

 _'O-okay... that's enough Mena. You're just killing corpses now.'_

 ** _"NO!_** " She screamed as she pulled out her hammer. **_"I WANT MORE! MORE BLOOD, MORE DEATH!"_**

 _'YOU'RE TAKING ADVANTAGE OF ME! LIKE WHEN MAUD USED YOU!'_ Pinkie shouted at her other persona. _'YOU LIED TO ME!'_

"DO NOT COMPARE ME TO HER!" She snapped, temporarily stopping her rampage. "YOU PROMISED ME A MASSECAR, AND I'M NOT DONE YET-" Before she could finish, throwing star flew past her, cutting cheek. "WHO. HAS. THE MOTHERFUCKING BALLS?!"

"That'd be me psychopath!" Red Hood shouted as he stumbled out on the field.

 ** _"OH, THIS IS GOING TO BE FUN..."_** Mena chuckled and she raised her hammer and charged at him, fully intent on adding him to her list of victims.

However Hood just ducked at the right opportunity and by complete accident tripped Mena and caused her to fall and bust her nose.

"Yo Pinkie! What's going on over there!?" Toyman's voice called out from her communicator as she picked herself up off the ground.

Red Hood groaned as he stood up and dusted himself off. "Ugh, curse this helmet. Why does this thing have to be so uncomfortable?"

 ** _"I'm dealing with a dumb ass who apparently is in his first real fight! It's embarrassing!"_** Mena growled as she grabbed her hammer.

"Do you need one of my toys to help you?" He asked curiously. "I can send over a few helicopters..."

"Alright you!" Hood said as he got into a fighting stance. "Be prepared to feel the wrath of Red Ho- WOAH!" He screamed before leaping out of the way as she tried to smash him. "D-did you interrupt my monologue?!" Hood screamed. "Who interrupts a monologue?!"

 ** _"I DO!"_** She smirked as she continued to swing. **_"NOW HOLD STILL AND LET ME KILL YOU!"_**

"Um I'd rather CONTINUE to live thank you very much!" Red Hood said as he dodged a slam from Pinkie's hammer.

* * *

"I'll… just assume you've got this…" Toyman mumbled as he watched insane mare she think her new target.

"Oh sweetie..." The Trickster's voice called out. "...do you remember that virus magnet you made?"

"Yeah, what about it?" He asked as he detonated three more bomb-in-the-boxes.

"Well, I just attached it your brand new toy! Why don't you take it out for a test run?"

"Oh boy really?!" Toyman said excitedly.

"Yes honey really!" Trickster giggled. The display on his screen immediately changed, showing him the inside of the warehouse from the vehicle's perspective… with two thugs standing in front of it.

"What the…?"

"Why did it turn on?! Did you push something?!"

"You may fire when ready." The Trickster said.

"And badaboom bitches!" Toyman said with an excited voice as he pressed the button.

"Honey? Language." Trickster said.

The vehicle's main cannon opened up and fired at one of the thugs blowing him to kingdom come. The next three thugs were cut down by the on board gatling gun and made into red mist. The last one got hit by something akin to a riot suppressor... but the fore was unbalanced and so it was fired off fast enough to snap his neck.

"Okay! The ponies are dead!"

"Good work sweetie!" The Trickster said as she drops down from the vent and immediately made my way towards the vehicle. "Quite a fine piece of work this vehicle is… shame that we can't keep it…" She mused to herself as she jumped into the driver's seat. "OK sweetie, mommy's inside. Let's tear this place apart and get what we came for!"

"Yay! Time for more fun!" Toyman said. Trickster turned the key... but it wouldn't start. She looked at it curiously and looked... oh sure the GUNS worked... but there's no working engine... or wheels.

"Well that's anticlimactic."

Suddenly one of the windows shattered as Red Hood swung through it before landing on one of the ledges up top and immediately stumbling through the door. Seconds after that, Mena burst through the same window, landing face first on the front of the car.

"Sweetie, do what you can to hack to the equipment and get that car running, I gotta help Pinkie." The Trickster sighed and she pulled out three more magnets and tossed them at the crane as she got out. "Do I even WANT to know?"

"Apparently the Red guy was sent to stop Pinkie but he's seems rather... confused with what's going on." Toyman told her. "And she seems rather... more hostile than usual."

"Noted, just make sure the things up and running while we take care of Black Mask, we've come too far to back down now." She said she helped Pinkie up. "You feeling alright?"

 ** _"DON'T TOUCH ME, FILTH!"_** Mena shouted at her. Trickster retracted quickly out of pure shock.

"Pinkie what the hell?!" The Trickster snapped as she glared at the insane mare.

 _'STOP! SHE'S ON OUR SIDE!'_ Pinkie called out in desperation. _'THIS ISN'T RIGHT!'_

 ** _"DON'T MATTER! SHE FUCKED UP!"_** Mena shouted as she drop kicked Trickster. **_"Now where's that Red Hood bastard? I want to give him a piece of my mind."_**

"What is your DEAL?!" Trickster yelled as she got up. "We're on the same side remember?!"

 ** _"No. PINKIE is. Me? I work for number 1. I work for ME."_** Mena said. **_"If you're in the way... I'm going to kill you. Understood?"_**

Trickster took a step back, her glare sharp enough to pierce diamonds. "Have you forgotten exactly who we're here to kill?! If you want to go axe-crazy that's fine, but aim that insanity towards our REAL enemies!" She shouted, pointing at the door Red Hood escaped into.

 ** _"... you... LET HIM. GET. AWAY!?"_** Mena yelled at her as she bashed her head on the ground and chased after Red Hood. He wasn't going to get away. He humiliated her! Acting like he couldn't fight! Leaping down the stairs, Mena quickly kicked down the door and stormed into the room in rage. **_"Where are you Hoody~? It is time to die o' clock!"_**

"You sure we can't just call this even?! I mean honestly I'm just doing this to pay off a debt!" He shouted from the shadows.

 ** _"Oh, well in that case I'll let you live…"_**

"...really?" He asked, casually peaking out from behind one of the pillars.

 ** _"...psych! You're the disease and I'm the cure!"_** She cackled before whipping out her gun and firing rapidly.

 _'Please stop… this has gone on far enough…'_

 ** _"What was that Pinkie? Did you just DISAGREE with ME?"_** Mena growled as she tried finding Red Hood again. When she did she unloaded on his location but he ducked and dodged.

 _'YES! YES I DID! YOU ARE GOING OUT OF BOUNDS! YOU'RE CHEATING ME!'_

 ** _"I. DON'T. CARE!"_** She snapped as she chased after the fleeing Red Hood, following him down the stairs she eventually found herself in some sort of chemical storage room, with several catwalks over the open vats containing dangerous liquids.

However, before she could continue onward she screamed in pain and held her head. _'ENOUGH! YOU'VE BEEN IN CONTROL LONG ENOUGH!'_

 ** _"NO! DON'T YOU DA-!"_** Before Mena could finish the sentence she fell to the ground. Unconscious.

"Erm... did… did I win?" Red Hood asked slowly. "Cause... it doesn't feel like it."

"Ugh... give me a moment... I-I'm feeling kinda sick..." Pinkie groaned as she slowly got up. "Oh~Jeeze, damn it Mena... why'd you have to wreck my brain like that...?"

Almost immediately, an explosion rocked the entire warehouse, causing Red Hood to loose his balance as he fell over the edge of the catwalk and fell towards the chemical vat with a scream of terror.

"AAAAAAHHHH-WOAH!" He felt someone grab his leg. Looking up, he saw Pinkie holding onto him.

"Y-you... you saved me?" Red Hood asked. "You just tried to kill me! The shit?!"

"Sorry about that!" Pinkie said as she tried pulling Red Hood up. "Wow you're heavy!"

"Seriously, why?!" Hood asked as he was pulled over the rail. "You were out for my blood not two seconds ago, and now you're saving me from… whatever those chemicals would've done?"

"Well, I can't have you stealing my gimmick." She smiled as she took a moment to rest.

"Honestly? I don't think that's how it works." Red Hood said. "You're a nice mare. Really... shame you have to fight Black Mask." He told her. "I'm not gonna fight you but... just giving you a heads up. You pissed the fucker RIGHT off."

"Good." Another voice called out, the two turned to see the Trickster walking towards them. "I WANT him to know who's hurting him..."

Red Hood gulped in fear as threw down a smoke bomb. "I'm outta here!" The moment the smoke cleared, he was gone.

"Huh, nice ninja vanish-OW!" Pinkie yelped as Trickster decked her across the face.

"Hope your 'other self' felt that..." She snarked as she walked past her. "You really need some psychological help, whoever let you out of the loony bin needs their license revoked." She glared over her shoulder. "Now are you going to help me kill Black Mask or not?" She asked, casually flinging her yo-yo at the locked door, knocking the knob off.

Pinkie wiped the blood off her nose as she got up and followed her into the dark room. "Sorry about that little episode of mine..."

"So, Red Hood failed..." A familiar voice called out. Two spotlights immediately came on, one focused on Pinkie and the Trickster, and another on their target, standing on a platform above them. "With everything going on in Gothamville tonight, you two decide to waste your time with me? I'm touched! Tell me, what makes me so special?"

"My name is Trickster... you don't need to know my real name... but you killed my husband." She said with a growl. "Prepare to die you son of a bitch."

Black Mask simply stared at her for a few seconds. "Lady, do you have the SLIGHTEST idea how little that narrows it down?"

"Too bad, that's all you get." She retorted.

"Oh! Do I get to shoot him now?!" Pinkie asked as she aimed at him. "I wanna shoot him so bad now!"

"You can try… but this class is bulletproof! Also…" Black Mask scoffed before snapping his fingers, immediately all the lights came on, feeling that they were surrounded by several of his thugs, all of them with guns aimed at the two. "...I've got the numbers here, which means I've got the advantage!" He gloated before turning his attention to his men. "First one to kill them and gets payed whatever they want. Make them suffer and I'll double it!"

"Should've thought of a better plan before leaving the car open for taking!" Pinkie shouted.

"The car? What... OH YOU LITTLE... CHECK THE VEHICLE! BASTARDS PROBABLY TAMPERED WITH IT!"

"Oh my son did more than tamper with it..." The Trickster smirked as as another explosion shook the warehouse. "By the way boys, you might want to duck!" She said before tackling Pinkie to the ground.

Immediately the car burst through the wall behind them, flying over the two and crashing into several thugs, killing them instantly, Wall the shelves were distracted trying to escape the car immediately backed up towards the two, the back of it opening up to reveal a containment unit with two seats.

"Hop in!" Toyman shouted as he fired the vulcan gun relentlessly, gunning down as many thugs as he could.

"WHOO!" Pinkie shouted as she got into the car with Toyman. "THIS IS AWESOME! OH! USE THE CANON!"

"Ask and you shall receive!" He smiled before slamming his hand on a button. Immediately the main cannon fired at several of the thugs trying to escape. The vehicle then shifted as its wheels extended outward and it immediately spun around, having entered it's tank mode. The back of it quickly opened up, allowing the two to get out and enter the door leading to the main office.

"I saw Black mask flee the moment he saw the car, you guys take him down while I finish gunning these bastards down!" Toyman shouted as he continued his chaotic rampage.

"Yes... let's end this." Trickster said as she readied... a snot nosed looking gun.

"Um... what's that gonna do?" Pinkie asked. "It doesn't look very... sane."

"You're one to talk, Ms. split-personality." She scoffed as she kicked open the door leading to his office... only to find it completely empty. "What the-where is he?! She screamed as she immediately started searching the area.

 ** _"Pssst"_**

Pinkie turned around to see Mena casually leaning next to a bookcase. Saying nothing, she simply pointed to the book on the top right corner and winked.

"Hm... I got a small theory." Pinkie said as she leaped up and grabbed the book that Mena pointed out.

"Wait what are you-"

The bookcase slid to the side, revealing a staircase leading downwards. "Ta-dah!"

"... you know I'm not even gonna argue with this logic." Trickster said as she and Pinkie ran down the stairs.

Right after they left, Toyman entered the room. "Hey mom! They're all dead! Did you catch that son of a-" He stopped and stared at the staircase. "Well, lamest secret tunnel ever..." He snarked before approaching the desk and turned on the computer, pulling out a USB stick and plugging it in.

"Uploading virus..." He whispered as he began hacking into Black Mask's system. "Aaaaand transfer!" He smirked, transferring his millions out of his accounts and into his family's own personal bank account.

* * *

"So where do ya think Masky is at?" Pinkie asked Trickster who was surprisingly silent at the moment.

"I don't know. Right now I don't care. I finally have him cornered and he won't get away this time." Trickster growled. Pinkie just shrugged as the two continued their run.

"How many damn stairs does this asshole have?"

As they ran another explosion shook the warehouse. "We have to find him and kill him quickly! Pretty sure your son's little rampage blew up a lot of those chemical vats!"

"Should've kept better damn care of them." Trickster growled as they finally reached the bottom.

"FINALLY! Thought they'd never end." Pinkie gasped.

The sound of wheels screeching caught their ears and they entered the room just in time to see a car headed for the exit. "Oh no you don't!" The Trickster shouted as she threw her playing cards at the back tires, which exploded on impact and caused the car to swerve out of control.

Pinkie then swung her hammer with all her might and sent it flying towards the top of the garage door, the built-in rocket increasing it's spinning velocity. She smirked as the garage door collapsed right on top of the car's engine.

"You snooze you lose!" Pinkie said as she opened the passenger door... and was greeted by having a gun pointed right at face. "Oh... well this complicates things quite a bit."

He would've fired right then and there... only for his gun, along with the rest of his arm to be engulfed in some green fluid. He immediately screamed in pain as he saw his arm melted away. "You bitch!" He shouted before Trickster decked him across the face and yanked him out of the car.

"Whoa... wait why didn't you use the acid boogers sooner?" She asked Trickster only for her to ignore Pinkie. She then pushed Black Mask to the floor.

"You have... NO IDEA how long I've waited for this moment." She said as she leveled her gun at him. "I was patient... I hoped and hoped I could one day get you,... and now I have. And guess who's gonna die tonight?"

Black Mask tried to back away, fear now evident in his eyes, only for Pinkie to slam her hammer on to his left me, earning a scream of pain from him. The Trickster then sprayed acid onto his right leg, getting another pain-filled scream out of him as he watched his leg melt away.

"Wait! Please!" He pleaded, you don't need to do this. I'll give you money. Drugs! Guns! Weapons! Whatever you want, please!"

"Aw, how cute, he's begging." Toyman said as he was carried into the room by his toy helicopters. "We couldn't care less about the drugs, guns, or weapons, and as for the money? I already transferred every last bit of it to our little private account."

"Please... please don't kill me." Black Mask begged from them. "You just... please I'm sorry!"

"Sorry? SORRY? YOU'RE FUCKING SORRY?!"

Pinkie blinked as she watched Toyman approach him with an absolutely livid look on his face. "SORRY FOR WHAT?! FOR KILLING MY DAD IN COLD BLOOD?! FOR GETTING HIS FACTORY SHUT DOWN JUST BECAUSE HE WOULDN'T LET IT BE A FRONT FOR YOUR DRUG SMUGGLERS?! FOR FORCING US OUT ONTO THE STREETS?! MY MOM AND I LOST EVERYTHING BECAUSE OF YOU!" He screamed as he pulled out a toy gun and aimed it at his head. "And now... we're gonna take it all back..." He smirked as pulled the trigger... only for a small flag with the word BANG written on it to come out.

Black Mask looked at the small gun... and started to laugh. "You don't understand... I'm sorry... I won't see you morons die." Black Mask chuckled as he coughed some blood.

The Toyman simply smirked... and pulled the trigger a second time, firing the flag right into his remaining, earning another scream of pain.

The Trickster arched a brow, but before she could say anything her son pulled a rose out of his jacket and casually dropped it on his chest. "At least you'll go out with a smile... no matter how much pain you're in..." He said as the flower immediately start expelling green gas… laughing gas.

His mother smiled in pride before spraying his last remaining arm and leg with acid. As they slowly melted away, Black Mask was forced into an insane fit of laughter by the gas, despite the agonizing pain he was in.

"Huh... wonder what he meant by watching us...oh damn he planted bombs." Pinkie said and at that moment they all started hearing explosions throughout the building.

"Kinda pointless considering we've already obliterated half of this place…" Trickster said as her son started typing in some commands. In a few seconds, the car they'd taken control of burst through the rubble blocking the way out.

"Could you two kindly get into the backseat? I'd rather live in enjoy our fortune, thank you!" He said as he ran towards the driver seat.

"Adorable but you're not driving this time sweetheart." Trickster said as she hopped into the front seat. Toyman looked irritated when he got in the backseat next to Pinkie. "I'll get us out of here in no time!"

Hitting the gas, they quickly sped up the spiral ramp out of the warehouse just as it finally started to collapse in on itself as the bombs and it's chemical room exploded, causing the entire place to go up in flames.

If there was anyone still alive in that warehouse, there was no hope for them now.

* * *

"-and says that a whale was the one that saved... wait breaking news." The reporter on TV said. "Yes breaking news from Trottham City of all places. Crime Lord Black Mask and his False Facers have been found and confirmed... killed at what seems to be a deal gone bad. We won't confirm the carnage but it bears a very striking similarity to the infamous 'Joker Killer' that had been plaguing the city before vanishing several months ago after escaping from Arkham-"

"And that's enough to know she did her job."

"What job?" Fluttershy asked as she walked into the conference room, groaning as she rubbed her head in pain. "Stupid, arrogant, scientist..."

"What's got you so pissy?" Rainbow asked her. "Either way, I sent Pinkie to kill Black Mask."

"Some asshole calling himself 'Dr. Light'-wait, WHAT?!" She blinked, realizing what she just heard. Looking up at the TV as the reporter continued.

"We repeat. The Joker has apparently slaughtered all of Black Mask's goons and even Mask himself. Details are scarce on if this is just the only murder or if the 'Family Slayer' will finally turn over a new leaf. More at a Eleven." The reporter said as the program went to a commercial.

Fluttershy was dumbstruck, the mare with severe mental issues had somehow managed to take out an entire gang in their boss!?

Before she could say anything, Pinkie happily skipped into the room with a bright smile on her face. "Hey Brainy Dash, hi-GAH!" She screamed upon seeing Fluttershy without her mask and immediately covered her eyes. "I DIDN'T SEE ANYTHING, I DIDN'T SEE ANYTHING~"

"Oh for the love of... IT'S ON PINKIE!" Fluttershy said as she pulled her mask back over her face. "THERE! YOU HAPPY NOW?!"

"Not as happy as you'll be~!" Pinkie squeed as she strolled over to Batmare. "I got a new ride in some cool gadgets that I've been dying to show you!"

"... Pinkie what did you take?" Fluttershy said with a tone like a mother scolding a child for taking something that didn't belong to them.

"Oh, nothing much... just a car the False Facers stole... and several gadgets that'll actually make me a lot more useful to the team! Com'on! Lemme show you!" She giggled as she dragged her downstairs, with RD followed close behind just to humor her.

Once they reached the garage, what they saw shocked them:

The car was painted white with green and purple in the back, had large gloved hands above the front wheels, spiked wheels that resembled saw blades, a boutonnière on the end of the Vulcan gun, and the front looked like a clown's smile, complete with teeth and a tongue.

"I call it 'The Killing Joke'! What do you think?"

"... I think you should trash it." Rainbow said. "This thing looks... impossible to drive correctly."

"Says you!" She retorted. "I mean, I managed to get it in here didn't I? And you wouldn't believe the firepower this thing can pack!" She smiled as she skipped towards the back and open it to reveal several gag props falling out. "And that's not even getting into all the cool gadgets I managed to snag! I've got exploding sharp-toothed wind-up teeth, Jack-in-the-Boxes with bombs, exploding whoopee cushions, squirting flowers with acid instead of water, a rocket-powered hammer, sharp-edged exploding playing cards, spiked yo-yo's…"

"...she's your sidekick Fluttershy." Rainbow said as she turned and started walking out. "I'm not getting in the middle of this."

"... and I even got this cannon that shoots out spiked boxing-gloves, cyanide pies, and confetti laced with acid!" She smiled as she turned to face Batmare. " so? Are you proud of me?!" She asked, giving her the most heart-melting puppy dog eyes.

"Um...y-yes?" Fluttershy stammered. This was beyond weird to her that she just didn't know how to respond.

"YAY!" She smiled as she gave her a bone-crushing hug. "You're so good to me Batsy~!" She then tilted her head to the side and gestured to her neck. "You look kind of thirsty, wanna drink?"

"...sure, why not." She shrugged before extending her fangs and biting into her flesh, trying her best to ignore her sidekicks moans of pleasure.

* * *

As the sun rose over the horizon, a car speed across the freeway away from Trottham, and away from their old life…

"Can't say I'm gonna miss Trottham…" Button Mash said as he gazed out the window.

Elaina sighed as she checked the rear-view mirror, watching their old home get smaller and smaller behind them. "So, where should we go?"

"Hm... I hear Central City's safer. Let's try that." Button said. As they drove off however, a thunderstorm brewed, and just as they crossed the bridge lightning struck a metal pole.

Unknown to either of them, watching them from up above were two glowing red eyes. Then just as quickly as it appeared, the figure vanished in the flash...


	6. Death's Rage

Rainbow Dash sighed as she sat in front of the main computer, at Twilight's request she been tasked with going over the schematics of Pinkies newest ride: The Killing Joke.

She had to admit, it was an impressive piece of technology, an alternate tank mode, a hybrid power cell, remote guidance systems... the list went on!

If it were for the fact that she was the most advanced being on the planet (and could fly) she'd almost feel a little jealous.

As she finished up the last bit of check up on the Killing Joke she felt like she needed to do something else... then she remembered the footage from the other week. She pulled up the file from it and looked at the footage. She zoomed in on when King died and notice that while there was a claw in his chest when it exited there wasn't an exit wound. "...okay I call bull on that."

"Call bull on what?" Applejack asked as she entered the room, sparing a glance at the capsule containing Rarity. "Ah don't know what the problem is, find something off about her programming?"

"Oh Rarity's fine. She's just sleeping." Rainbow said. "Anyways come check this out." She said as she beckoned her over.

Applejack came over and checked the monitor. "Well that's weird… kinda blurry though, any chance you could make it more focused?"

"This is at the best focus... oh derp I forgot to account for dust. Hold on a sec." Rainbow said as she tried to fix the resolution a bit better. "There. That's better."

Applejack felt her heart stop for a moment… the moment she saw the full image, she took several steps back before tripping over one of the wires hooked up to the capsule. "No… no, i-it can't be! IT CAN'T BE!"

"Whoa whoa chill!" Rainbow said as she tried comforting her friend. "AJ is something wrong with the video?"

"Death, it's death RD, DEATH!" She screamed, grabbing her shoulders. "It's here! Why?! Why is it here?!"

"AJ, CALM. DOWN." RD replied sternly.

AJ slowly took a few deep breaths before finally going back to a steady rhythm. "T-thank ya."

"Not a problem... mind telling me WHY you were flipping out?"

"... Dash y-you don't get it. That THING on the video? It wasn't a normal being... that was the Black Racer. Where Ah'm from? It's death given a form."

"Okay... now explain this in a logical way that isn't all voodoo and supernatural." Rainbow told her.

"S-sorry... t-the Racer is a being from mah world, New Genesis, and the dark world Apokalips... it comes whenever a New God is either dead or dying. It normally escorts them to the afterlife but if they're staying too stubborn it... pays them a personal visit... it being here has just proven somethin' Ah feared for a long time since comin'... Highfather banished him to your world."

"Wait so we have an alien Grim Reaper here?" Rainbow asked her.

"Nah Dash... this is who you send to kill the Grim Reaper when he gets too old."

This time Dash felt her heart stop(or what passed for her heart anyway) has she turned her attention to the screen. "So that's… ok, let's keep a level head here… maybe it's just someone who was… inspired by-"

"Dash don't you dare. There is no way in Tartarus that someone just HEARD of mah people's Reaper. That... that HAS to be it. That has to be the real Racer." She stated firmly, the tone in her voice making it very clear that she was 100% sure this was the real deal.

"So what do we do?" She asked in an unsure tone. "Just let death itself run around on our planet? I mean, most of the footage I have shows that thing taking down other criminals..."

"Ah... Ah'll hunt it down. This is my deal. Ya'll don't get caught up in this." Applejack said with fear in her voice.

"... I could go with you." RD said. "Heck, give me some time and I'll send a signal to Twi and-"

"NO." Applejack snapped at RD. "This is... Ah'm sorry but Ah've been hidin' from this fer too long. Ah need to do this... please understand RD."

RD watched as Applejack turned to the monitor. "Where is this footage from?"

"Um... Central City but-" Before Rainbow could say anything Applejack opened a Boom Tube and flew through it. "... something tells me this is gonna get bad."

* * *

Wonder Mare gulped as she flew past the skyscrapers of Central City. She'd never been so terrified in her entire life, but she couldn't simply ignore this, if it was that... THING. Then she needed to be ready…

She soon landed near a small coffee shop which didn't appear to be busy and inside was a tawny griffoness with purple highlights in her eyes. She couldn't help but feel that her cold fear emanate when she looked at her... and she only felt this way once... when her mother passed away and... IT took her to the next life.

She walked into the coffee shop and casually made her way past a booth where an Earth pony mare and her colt were eating, causing the colt to spit out his drink and the mother to nearly choke.

"Mom?" Button asked as he wiped himself off.

"Yes sweetie?" Elaina answered, not taking her eyes off of the New Goddess.

"I think we should move again..."

She ignored all the stares and whispers (and wolf-whistles) from all the customers as she sat down next to her, she bit her lip, trying to fight the temptation to just get out of there without talking to her.

"...what are you doing here hm?" the griffoness asked her. "I know who you are and I know for a fact that you're scared as all hell talking to me."

"Y-yeah... Ah am... but Ah just... Ah had to know." Wonder Mare said.

"Well... you know now... so what are you going to do? Run away? Talk to me...or try and kill me?"

"Ah… Ah just want to talk…to it..." She said, trying not to show any weakness and stay serious. "You being here, Ah...Ah just have to, after what mah people did…"

"Oh you mean the fact you went back on your word... that you betrayed the trust of a whole planet. Mind you they were never saints to begin with but they were honest." The griffoness said as she drank her coffee. "Oh and... you're probably wondering why your Aspect of Death is on this planet... well your dad decided 'hey, paradise can't exist with ponies and other beings dying so why keep the Black Racer?' well I'm here to tell you it's to make sure a planet doesn't get overfilled."

"...Ah'm not goin' to pretend that Ah'm not guilty... there ain't a day mah life where Ah don't regret what happened... Ah've tried starting fresh here... but Ah know you probably don't even believe me..." She sighed as she looked away. "Then again why would you?"

"Oh that's the best part. It does believe you want to change... but then again... you were the one to suggest banishing weren't you?" The griffoness asked. "It seems to remember your dad saying that this was YOUR idea but you backed out after your 'beloved' died. It respects that but it still... feels hurt."

Wonder Mare winced at her tone, but growled the moment her late lover was mentioned, despite this she kept her cool. "Then what can Ah do to fix that? To set things right?"

"You could help us with a SMALL problem... your sister is in town."

Wonder Mare did a double take, "Wait, you mean...Barta Bloom?"she asked, a small hint of fear in her voice. She had come to this planet to get away from anything resembling her old life, and now she was here?!

"Yep... she's looking for you... think she was sent to hunt you down but she wants to apologize... flipped out when she saw me." The griffoness said as she finished her coffee. "Name's Gilda by the way."

"Apple-Ah mean, Bekka." She replied after correcting herself, it had been so long since she used her old name, however she she didn't want to risk the entity's wrath, even for something as small as lying about her own name.

Gilda held out a talon. "Sorry if how I was talking freaked you out. Sometimes me and him sorta... share the body for a short bit."

"How does THAT work?" She asked in confusion. "Is it like some sort of Jekyll and Hyde kind of deal?"

"Something like that only Hyde's not evil in this case." Gilda told her. "You gonna shake my hand or what?"

Wonder Mare nodded and took her hand...and immediately felt a rush of energy flow through her, for a brief moment in Gilda's place... she saw it, the entity of death, looking right back at her, the moment she let go, the vision was gone, but she could still feel it's presence...

"Oh sorry did I say he was asleep? I meant he was awake long enough to see you." Gilda said with a small smile. "Had to give you an idea of what I have to live with."

Wonder Mare nodded as she fought the urge to shudder. "So, where exactly did ya last see mah sister?"

* * *

The moon and stars illuminated the sky as Wondermare stood atop the S.T.A.R. Labs deep in thought, it had been so long... would she even recognize her little sister?

However before she could say anything saw a glint in the sky as a familiar figure landed in front of her... and stared at her in pure shock. "S-sis?"

"...Bloom?" She asked in a shocked voice. Her sister was still young… but seemed to have grown a little taller. She had yellow fur and a long red mane, she wore dark gold armor over her chest, skirt, gloves, and boots, underneath that was dark blue chainmail covering the rest of her body. Black rings pads bearing red symbols were fastened to her elbows, knees, ankles, and wrists, a dark blue helmet that covered most of her head excluding her face & hair with golden outline around the edge along with similar-colored "horns" and a red "V" over her forehead, and finally black belt with red symbols, and finally a long flowing red cape.

"It...it's been so long…" Wonder Mare said as she approached her little sister. "W-Why are you...how are you here?"

"...Highfather sent me tah find ya." She said in a serious tone... but once Wonder Mare got close she just hugged her closely with tears in her eyes. "A-Ah miss ya sis. A-Ah just want ya b-back home. It's gotten so l-lonely at home."

"Ya'll know why Ah can't do that… after everything that happened..." She replied as she tightened her embrace. "Ah… Ah LOVED him, Ah wanted to spend mah life with him..., and the second we were married…" Wonder Mare explained as she let go, rage now evident in her eyes before slamming her fist into a nearby steel beam, denting it. "Ah can still hear the screams, Ah still see the look of betrayal in his eyes in mah nightmares!"

"But they were evil sis!" Bloom said with an irritated voice. "They were gonna backstab y'all the first chance they would have and you know they would! Yer husband wouldn't have been any different!"

"IF HE WANTED TAH KILL ME HE WOULD'VE DONE IT THE NIGHT WE MADE LOVE!" She snapped, drawing her sword in a fit of rage,, stopping just inches away from her sister's head. "He would've slit mah neck when we slept together, stabbed me when we were alone, there were so many times when he could kill me… but he didn't! His family would've ambushed us, poisoned us at the feast, attacked our home while we were distracted by the wedding… but they didn't!" She snarled, before sheathing her sword. "And exactly what made us better than them by SLAUGHTERING EVERYPONY AFTER THE WEDDING?!"

 ** _"Oh and don't forget about banishing Death from your world."_** A deep menacing voice said as blue lightning zipped behind Wonder Mare... and Bloom looked like she was going to die of pure fear.

On reflex she grabbed a long, golden rod from her side and aimed it at the death entity. "WHY IS THAT HERE?!" She screamed in terror.

 ** _"Oh what? Scared that the thing you NEED TO HAVE A NATURAL WORLD is still alive?"_** Flash said as she cracked her neck. **_"Oh that feels good."_**

"Sis, put that down NOW." Wonder Mare stated firmly, never taking her eyes off the entity. " The last thing we need is you pissing her off."

"Y-You KNOW that thing?!" Bloom said with fear in her voice. "Y-you're HELPING the monster that killed Ma?!"

Wonder Mare bit her lip as she tried to to diffuse the situation. "She-she's a necessary presence, sis." She tried to explain. "She had to take Ma to the other side…

"No she didn't! Ma was getting better-!"

 ** _"No she was not. That poison was going through her system like a bad case of the runs."_**

"OK, one: that's still our Ma yer talking about, two: NOT. HELPING." The elder sister snapped before turning her attention back to her younger sister…

...who unfortunately took this opportunity to slam the rod into the ground, sending out a pulse that blasted the two back. "YOU KILLED MAH MA!" She screamed in blind rage.

 ** _"WRONG ANSWER!"_** The Flash said as she sped around and decked her which sent her stumbling around a bit.

"Oh son a-" Wonder Mare groaned as she immediately tried to get between the two, only for her sister to fire several energy beams at the Flash before taking to the air and charging up a much larger one.

"WHEN I'M DONE WITH YOU YOUR CORPSE WON'T EVEN BE RECOGNIZABLE!" Screamed Bloom before firing the beam straight down towards the roof.

 ** _"Why? Because you didn't like what I told you? That your mother was killed by the one pony closest to you?"_** The Flash said as she spread her wings and took to the air, giving the New Goddess no time to react as she zoomed around her before bashing her again, causing the energy blast to dissipate.

"SHUT. UP!" Bloom screamed, grabbing a hold of the entity's fist before jamming her rod into her stomach and blasting her point-blank. "I'LL FINISH WHAT MY FAMILY STARTED!"

 ** _"Oh? By being a coward?! Because you're doing it wonderfully!_** " She shouted as she zoomed behind her and started vibrating her right claw.

"NO!" Wonder Mare screamed, having seen exactly what that could do, quickly tackled her sister out of the way and into a boom-tube she'd summoned.

* * *

The two landed in the middle of Central City Stadium. Thankfully, said stadium was empty.

"Sis! Are you al'right?!" Wonder Mare asked frantically as she help her up…

Only for the Flash to zoom in and punch her off Bloom. **_"YOU'RE DEFENDING HER?! AFTER WHAT SHE DID?! SHE AND THE REST OF YOUR PEOPLE JUST BANISHED DEATH! DO YOU KNOW HOW STUPID AND IDIOTIC THAT IS?! YOU SAY YOU WANT REDEMPTION BUT ONLY WHEN IT SUITS YOU!"_**

"SIS!" Bloom cried out and she watched her sibling struggle to get up.

"Ah'm not gonna pretend that Ah don't want to make up for everything that happened…" She said as she wiped the blood from her lips. "But I'm not about to let my sister pay for it!"

 ** _"SHE WAS AMONG THE ONES THAT BANISHED ME! SHE DISRUPTED THE NATURAL ORDER! IF SHE DID THAT THEN THE SPIRITS OF THE NEW GODS THAT DIED CAN GET NEW HOSTS!"_** The Flash roared... and shifted more and more into the persona of the Racer. **_"They thought paradise was a good thing... even paradise needs death... to make it TRULY worth living for."_**

"NO IT DOESN'T!" Bloom stubbornly shouted. "Death brings nothing but pain and suffering! It takes away those you love the most forever! How can paradise truly exist if we can't enjoy it forever?!" She asked as she aimed her rod at the Flash. "Why can't you understand how magnificent an everlasting utopia will be?! How great it would be to live for eternity?!"

 ** _"THEN THAT MEANS SOMBRA COULD HAVE LIVED FOREVER AND TORTURED YOU TO THE BRINK OF INSANITY AND MADE YOU HIS WHORE... BOTH OF YOU."_** The racer said as it glared at Bloom and turned to Bekka with a bit of remorse in it's eyes. **_"Please... understand. I am not evil. I am not good... I exist... and must do what I must... my job is to escort the dead to the next life and ensure that a spirit from a New God does not try to find a new body."_**

Bloom held onto her rod, shaking as her finger hovered over the button, sweat dripping down the sides of her face, she wanted to fire, she HAD to!

And yet, she couldn't. Why not? It was so simple! She could fire, destroy the entity of death, and bring her sister home where they could live forever… so why was she hesitating?

She was so wrapped up in her thoughts that she failed to notice her sister approaching until she finally spoke.

"Bloom... don't do it." Wonder Mare said. Bloom had tears in her eyes. This was the perfect opportunity to show High Father that she was a true warrior! And on top of that she'd finally end the thing that took her mother! But still she didn't fire... she felt something in her gut… was... was this what doubt was like?

"AAAAARGH!" Bloom screamed as she slammed her rod into the ground and activated her boom tube under her feet, allowing herself to fall through it. Wonder Mare sighed as the portal disappeared.

 ** _"Do you understand the implications of what she was planning to do?"_**

"Ah...Ah know... Ah was hoping to change her mind... somehow..." She said as she stared at the spot where her sister had vanished, tears streaming down the sides of her face.

The Flash slowly calmed down and removed her mask. "Yeah well... sometimes you can't change some ponies minds. Sometimes they're just stuck on one single thing. Your sister clearly thinks your insane dad is in the right."

Wonder Mare unsheathed her sword and pointed it at the Flash... And pushed the button, opening another boom-tube. "Well, here's yer chance to prove him wrong..." She said as she turned away. "That portal leads to New Genesis, yer one-way trip home..."

"...you're serious? I've only been the Flash for about two years and I still don't understand my powers." Gilda said. "I just RECENTLY learned I could vibrate my hand. You trying to send me back to your world? You're going to kill us both."

Wonder Mare arched a brow. "Yer pretty strong for someone who hasn't fully mastered her powers…" She said as she closed the portal. "...so, where do we go from here? Ah mean…"

"Simple. You go on back to your Hall of Justice and I stay here and keep trying to get stronger." Gilda as though it was that simple. "I look strong yeah... but the Royal Flush gang are just NORMAL ponies. I doubt I could kill you and it only feels strong because of how fast I was going... and it's STILL not fast enough. If it was? I wouldn't need a portal to get to Apokalips."

"In that case…" She began as she hovered into the air. "..if yah do need help at anytime, yah know where tah find me…" She said as she flew out of the stadium. "...and for the record, it's called the Watchtower!" She shouted over the shoulder with a coy smile.

"WHO GIVES A CRAP!"

Wonder Mare chuckled as she flew back to Maretropolis, wondering where her little sister had ended up, well she briefly caught a glimpse of the inside of the portal, she knew for a fact that it wasn't New Genesis or Apokalips.

"Wherever you are sis, Ah hope yer safe… and Ah hope y'all eventually see the light…"

* * *

Bloom dropped out of the boom-tube in an unfamiliar environment. "W-where am I?" She groaned, having had little time to specify a location she just choose "anywhere but here". Looking around she realized that she was on the beach of some sort...

"Um... hello?" Bloom asked as she got to her hooves and walked and soon found what appeared to be a small burial site with a single tombstone.

Here lies Soarin.

A noble soul who gave his life for another.

The first stallion to die on Themyscira.

May his spirit find peace in the afterlife.

She was about to touch it when a spear flew by her cheek. "Stay where you are, intruder!" A female voice called out. Glancing over her shoulder, Bloom saw a Pegasus mare with a yellow coat and light orange mane, dressed in golden armor, a similarly-colored tiara, and a red cape flowing behind her.

"You DARE desecrate the sacred burial site?!" She shouted, landing before and assuming a fighting stance.

"Wait A-ah swear Ah didn't know!" Bloom said nervously. "Ah'm not here to fight!" She tried to take a step back, only to suddenly collapse in pain. _'Darn it, that damn Reaper hit me harder than I thought…'_ She thought so but she tried to stand up, only to groan in pain as darkness overtook her vision...


	7. X Marks The Spot

The stars and moon illuminated the night sky as a figure leapt across the rooftops, flawlessly soaring towards the smaller buildings when the situation called for it.

 _'Now this is how you should live!'_ The figure thought as it got closer and closer to it's destination.

"Agent X, come in Agent X." A voice echoed from her com link. "Have you arrived at the destination yet?"

"Agent X here and I'm getting close." She responded to the com.

"Hurry up! The museum holds one of the most valuable gems imaginable!" He stated gleefully. "And if my research is correct, it also holds enough energy to sustain my new fusion cores!"

X sighed, these missions were getting more and more boring as time went on, it was always either a bank, or a jewelry store, places that were way too easy to rob in her opinion...

...if only she had a challenge...

However as she got closer she noticed three other figures who clearly didn't belong anywhere near a museum. One was dressed just like that vampire in Tottingham but just a bit shorter. Another wore a green vest with a console on it's chest, a helmet with green lenses that obscured her face, and a weird backpack on it's... well back and the last one had a weird outfit like it was a fantasy party and her hair was designed like they were horns that turned into pigtails.

As she watched them, the one dressed like a vampire spread her cape which immediately expanded in size and engulfed the two before swirling around like a tornado and vanishing completely.

"Uh… Boss? We got trouble, some weirdos just snuck into the museum."

"What?! Could they be after the gem too?! Agent X, you must get in there immediately!"

"Sure, sure. Keep your panties in line." X said as she pressed a button on her belt and teleported inside. _'This is gonna be fun.'_

* * *

Inside the vampire-dressed mare sighed as she watched her comrade hacking the security systems. "Are you done yet? This is taking forever!" She wined as she paced back and forth.

"Will you please shut up!?" She snapped as she continued her work. "Unless you want me to slip up and alert the cops that we are here, kindly keep it down!"

As she appeared X just smirked but also realized something else. She saw that there were three beforehand...where was contestant number three?

"Hey there short and cute." A voice from behind her said before X's perch crumbled beneath her and she fell to the ground.

X yelped as the unexpected sneak attack caught her off guard, alerting the other two of her presence.

"Who the hell-"

"Looks like we got ourselves a little spy!" Their leader smirked as she leaped down behind her. "Kyd Dusk, go get the gem, Gizmo, let's teach this kid why it's impolite to spy on others.." She smirked and she snapped her fingers, sending out an orange shockwave that knocked X off her feet while Dusk ran off.

"Son of a... okay girls. No need to be all jackass about things." X said as she got back to her feet and dodged a metal limb that nearly impaled her.

"Hold still you loser!" Gizmo growled as she tried stabbing her again. "Jinx!"

"On it!" She said before slamming her fist into the ground and sending another shockwave her way. X dodged to the right quickly threw her left hand down and created an x-shaped pulse that created a similar-shape in the ground big enough for her to fall through.

As she landed in the basement she quickly ran down the hall, behind her she could already hear the two crash down through the ceiling.

"Hm... time for a little game of cat and mouse." X said as she ducked to the shadows. These two weren't gonna stop chasing her. So why not take them out? Besides that last one didn't seem very tough in all honesty.

Jinx threw another energy pulse at her target while two of Gizmo's mechanical legs transformed into guns and started firing rapidly.

X summoned several x-shaped shuriken and threw them a fast as she could, dispersing every energy bullet in the process. Sadly Jinx's energy pulse managed to nail her in the stomach, sending her flying across the hallway.

"Alright... now we're having fun." X said as she hit the button on her belt and teleported behind the two.

"Where'd she-"

Not giving them time to react, she quickly slapped a red x on Gizmo's backpack, the x immediately shocked her with red electricity, shorting out her gadgets and knocking her out.

Jinx barely had time to react when she felt her hands wrapped thanks to red goop before X kicked her in the face.

"You little bitch!" Jinx snarled as she tried to free herself from the goo. She attempted to blast it apart, only for it to surpass her powers.

"Sorry, but that's a special adhesive." X smirked beneath her mask. "You're not getting it off anytime soon."

"And who do you think you are?!" Jinx snapped at her as she tried to attack again but only fell down face first.

"Me! I'm just a thief looking out for number one." She stated as she casually walked past her. "But you can just call me... Red X." With that she pushed the switch on her belt and teleported to the main floor...

* * *

In another part of the museum, Dusk Kyd smirked as she approached the bright white gemstone that sat within a glass case.

"Come to mama!" She giggled as she draped her cape over the side of the case and reached through it, her hand went straight through the glass and she snatched the gem. "It all starts with this..." She said as she held up the gem. "A jewel containing the ultimate power..."

"Oh save the melodramatic speech." X said as she shot an x-shuriken at her and managed to hit her hand and caused her to drop the jewel.

"GAH!" Dusk screamed as she caught the gem before it hit the ground. "Jeeze, are you nuts?! Wait, where are the others?"

"Oh your boss is wrapped up at the moment and your IT department just had a 'shocking' discovery." Red X smirked as she rushed forward and grabbed the jewel. "Thanks for the gem toots!"

"Oh no you don't!" She screamed as she jumped over her just as she grabbed it before engulfing the both of them with her cape teleporting them both back to where Red X had left Jinx and Gizmo.

"Aw come on. You sure you can't try and beat me on your own?" Red X said as she prepared to fight.

Dusk glared at her before vanishing into the shadows, before Red X could move she lashed out from behind and struck her in the back, forcing her to drop the gem. Dusk then slipped back into the shadows, taking the gem with her.

"Aw shit." X said as she got back to her feet and faced the trio of villains. She pulled out another X shuriken.

"Over here!" She taunted as she popped up behind her, Red X threw several x-shuriken at her... only immediately the dive back into the shadows, allowing one of them to slice through the goo that was holding Jinx's hands together.

Taking advantage of the situation, Jinx immediately let loose another pulse of energy from her hands this time powerful enough to obliterate the remaining hoo before hurling another blast at Red X.

"Shit... so you call yourselves... what? The poor mare's Legion of Evil?" Red X snarked at the trio as she got back to her feet.

"If you must know, we're-OW!" Dusk began, only for Jinx to zap her.

"No blabbing about our team name!" She snatched the gem out of her hands. "Now then, Red X. It's been nice but we must be going" She began, aiming another blast at the ceiling, collapsing it and cutting her off from them.

"Son of a-"

And then the alarm systems went off.

* * *

"Wow... and here I thought Red X was supposed to be a good thief." Gizmo smirked as they quickly jumped across the rooftop not too far from the museum. "Too bad she was such a-"

"Peek-a-Boo." X said as she slapped another x on Gizmo's helmet and shocked her.

"Oh for the love of-" Jinx scowled before throwing several shockwaves at the thief while Dusk slipped into the shadows once more. "You just don't know when to quit, do you?!"

"Nah. I never learned the meaning of the word." She said as she flipped over Jinx and kicked the back of her head. Immediately a black tornado rose from Jinx's shadow and sucked Red X in, Dusk lunged out of it and slugged her across the face, sending her flying. However Red X quickly hit the switch on her belt and teleported behind Dusk, landing a solid kick to her back, sending her flying into a wall and knocking her out.

"Ugh, useless little..." Jinx scowled before snapping her fingers once more as Red X landed, causing her sink into the floor.

"Oops, did I do that?" She asked tauntingly as Gizmo approached her from behind, having finally rewired her backpack to function properly.

"You know... this has been fun girls but we gotta wrap this up." Red X said as she slapper a rubber x onto Gizmo's face and threw another at Jinx, upon snapping her fingers both x's became magnetized and pulled them towards each other, bashing both of their heads together.

The gem fell out of Jinx's hand as the two fell unconscious. Looking around she saw that the police were already arriving and surrounding the museum. "Well, I'm outta here!" She smirked as she teleported away just as Dusk woke up

"Ugh... what hit me...?" She groaned before looking around realizing what happened, hearing the police sirens outside she quickly engulfed her comrades with her cape and vanished...

* * *

[Seven Months Later…]

"So wait your sister actually came here?" Rainbow asked Applejack who was still reeling from the events of Central City. "I mean... I would have liked to see her before she disappeared."

"Ah'd rather patch things up with her before introducing her to any of y'all..." She said as she continued her push-ups, with a large weight strapped to her back. "No offense, but Ah'm not sure how she'd take it..."

"Maybe a normal pony's would. Ya gotta remember, Ah'm a New God." She said as she stood up, casually lifting the weight off herself. "Any news on when Twi's getting back? Ah could use a good spar..."

"Yeah...she left for deep space about three hours ago." RD said as they exited the gym. "She mentioned something about a "collector"..."

"There's a whole race of 'em... nasty customers. Take the rarest things in the galaxy and preserves them until they die." Applejack told her. "But they can be bargained with... at least the ones I've met with can."

"I hope she's OK…"

* * *

Supermare glared at the orb-shaped figure on the opposite side of the tube she was confined in. "When I get out of here, I'm going to kill you, slowly and painfully."

"Get in line!" Another creature called out.

"Such hostility…"

* * *

"It's Twilight, she can handle herself." Applejack set as they entered the computer room, she then made her way over to the capsule containing Rarity. "So, how much longer till we wake sleeping beauty up?"

"Er... about two more weeks. Give or take a week." Rainbow said as she looked at her statistics. "I hate to bring it up again... but I'm REALLY wanting to meet this Flash character someday."

"Why in tarnation would ya want to _meet death_?" She asked in a baffled tone.

"...really? Me being a knowledge-seeking android didn't tip you off?" RD asked her with a sly look.

Suddenly, the power went out and the two were engulfed in darkness.

RD already had a hunch who was responsible. "PINKIE! I TOLD YOU TO STAY AWAY FROM THE GENERATORS!"

"It wasn't me this time, I swear!" Pinkie shouted back.

Before she could retort, the backup generators kicked in and RD made a beeline for the central computer and began typing in some code… only for a large red X to appear on the screen.

"That doesn't look good…" Pinkie said as she entered the room.

"...SOME MOTHER FUCKER IS GOING TO DIE! A NEANDERTHAL JUST FUCKING HACKED MY SYSTEMS!" She shouted at the top of her lungs. Her nodes all lighting up.

* * *

Red X watched as the gem pulsated with energy inside a tube that was hooked up to a generator with several three fusion cores connected to the top and several wires at the bottom connecting it to a massive computer.

In front of it sat her boss/benefactor; Professor Chang. "Ah yes! It's almost ready!"

"Mind reminding me of what this is again?" Red X asked the professor. "I mean you keep talking about how it's your GREATEST creation but here I thought you said that those weird one eye robots were your greatest creations."

"In a sense they are, but this? Ohhhh this will surpass all of that!" He exclaimed as she just several more buttons before pulling the lever, the floor next to the gem opened to reveal what looked like a giant metallic ring.

"Thanks to some of the technology provided by my new "employers" combined with the power of that gemstone and my fusion cores, I have created a machine that can access the realm of cyberspace!" He explained with a malicious smile. "With it I will be able to send a virus to any company or organization l wish to infiltrate, then send my soldiers to steal their data while keeping myself hidden and untraceable!"

"... so you just made a boomtube." Red X stated plainly. She knew the guy was nuts before but... this REALLY took the envelope. "You made a boomtube that MAY or may not end up in Cyberspace... or kill your soldiers."

"Ha! What do you take me for, a fool!? I've been experimenting with this project for a while now and I've perfected the art of sending and bringing physical objects to and from the digital realm!" He snapped before turning back to his device. "And with the amount that my "employers" are paying us, I can't afford to make any mistakes!"

"Not. happening." He replied firmly. "The portal needs someone on the other side to monitor it and make sure everything's running smoothly... someone who actually knows how to operate it mind you."

"Of course it does." Red X said. "So send a soldier through. One of your henchmen or something."

"Sorry, can't do that either." He scoffed. "You see, I need someone skilled and agile enough to get in and get in and out of there with the data..."

"THEN SEND ONE OF YOUR DAMN ROBOTS!" Red X shouted. "I stole and lied for you dammit but I'm not willing to die for you!"

"I suggest you watch your tone..." Chang replied in a dark tone. "You seem to be forgetting who helped replicate the Xenothium formula, and might I add, continuously upgrade your suit! Besides, last I checked you loved a challenge... not to mention I believe even you would be willing to take this mission if you knew how much they were paying us..."

"No money on Earth is worth getting stuck in some idiotic position in a damn computer." Red X retorted as she glared at him. "I'm glad you helped with the formula and my suit... and while I love a challenge... you are INSANE if you think I'm going to do this."

"Oh really? Well I guess I'll have to cancel the project... it's too bad, that Lazerus Pit sample could've been put to good use..."

"...what did you just say?" She demanded.

"Oh nothing-" Chang said before she grabbed him.

"NO YOU REPEAT WHAT YOU JUST SAID. A LAZARUS PIT SAMPLE?!"

"Well... my employer happened to get her hands on a small sample from the Pit, and promised to include it as payment if I got her some data on a certain... object she lost..." He explained, doing nothing to hides his smirk. "And if you comply, I'd be more than will to spare a good amount of it to help throw a little "family reunion", so to speak..."

"... okay. I'll do it." Red X said and there was no hesitation in her voice. "Where do I go and when do you send me?"

"Well..." Before he could finish, several alarms went off. Looking back at the screen he saw the icon for his virus pop up along with a map detailing the layout of the digital realm. "You go now, before the backup security arrives!" He stated before typing in some code, causing the the icon to start pulsating.

"Alright." Red X said as she jumped through the portal. Chang laughed as she left through it.

"The foolish child."

* * *

Back at the watchtower, RD continuously tried to safeguard The systems, putting up firewall after firewall. Sadly the virus seemed to be adapting to whatever she threw at it, as it easily ate away and her defenses.

"Dammit, dammit, dammit, DAMMIT!" She screamed in fury.

"Dash what the hay is going on?!" Applejack yelled at her as the alarms rang in her ears. "Seriously what's takin' so long!?"

"This virus keeps adapting to whatever I throw at it!" She explained in frustration. "I just barely managed to shield all of our private files from it but... it seems to be looking for something and I don't know-"

A scream of agony echoed through the room, getting everyone's attention. Turning around they saw that the capsule containing Rarity had several red sparks erupting from the circuits linked to it.

"NO!" Applejack shouted as she unplugged the container to try and stop the sparks.

"That's not gonna work, the virus has already established contact!" She shouted before typing in several commands. Immediately a small hatch on the right side of the console opened up as wires came out and attached themselves to the nodes on RD's head. "There's only one way to stop it now, and that's to go in manually!"

"What the hayseeds are ya doin'?!" AJ shouted as the sparks and alarms kept blaring.

"Downloading myself into cyberspace! Taking my fight to the moron who thought they could beat me!"

And with those words, the nodes on her head glowed along with the wires attached to them, sending the android into the digital realm…

* * *

Inside the digital realm, Red X stared at the massive orange tower before her, it seemed to consist of three large support beams holding up a massive oval, from the bottom of the oval a light was being shined on what appeared to be blue omega symbol simply floating in place with several glowing rings surrounding it.

"Huh. This seems pretty important." She said as she got close... only for a random mare to appear in front of her.

"HEY THERE!" She shouted, doing nothing to hide her rage. Red X immediately leaped back in surprise.

"What the-oh great, this must on of those security drones or something…" She mused before summoning X-shaped blades on the back of her hands. "Listen, I got a job to do. So why don't you back off before I delete you?"

"Delete me? Oh, that's cute." Brainiac chuckled as she created an orb the size of her head and launched it at her foe.

[HELLO AGAIN, MY INFERIOR HALF] A familiar voice said to mentally sighed.

 _'I don't have time for this, kindly piss off.'_ She snarked as her opponent vanished into thin air, she quickly turned to catch her first before attempting to punch her back, only for Red X to catch her fist as well. Immediately a pulse of red electricity erupted from her hand, badly shocking Brainiac before she kicked her away.

[THIS IS WHAT YOUR GIFTS HAVE LED YOU TO?] The voice told Brainiac as she got back to her feet and blasted Red X again. [BEING USED AS TARGET PRACTICE?]

 _'I said shut up!'_ She growled, not in the mood for it's banter as she furiously tried to hit her target, firing another orb while Red X countered with several x-shurikens. Growling in irritation she blasted them out of the air one by one, however the final one had a flash bomb attached to it, the moment it detonated Brainiac's vision was of obscured by a bright blue light, temporarily blinding her. "GAAAAH, MY EYES!"

"Oops. Did that hurt?" Red X smirked under her mask before slamming her hand into the ground, creating a red pulse and shocking her opponent again. "Not as much as this is gonna hurt you!" She shouted before firing four x-pulses from her hands.

"OKAY EVERYONE STOP!" Brainiac shouted as she the nodes on her head glowed purple for a moment, everything seemed to freeze in place, including the thief. "YOU! YOU'RE GOING TO WAIT WHILE I DEAL WITH AN ASSHOLE!"

When the thief didn't answer, it was then that she realized just what she had done, she tried to move only for a familiar face to appear in front of her.

[HELLO MY INFERIOR HALF.] The other half of her body said to her. [YOU APPEAR... HEALTHY.]

"...did you do this?" She asked hesitantly. "Did you... stop time?"

[NEGATIVE, I HAVE MERELY DRAWN YOU INTO A SUB-SECTION OF YOUR DATABASE, HERE THE PROCESSING SPEED IS TEN TIMES FASTER, HOWEVER YOUR MOVEMENT IS COMPLETELY HALTED.]

"Oh that's wonderful um... that thief is going to try and steal a valuable piece of information and use it against us." Brainiac said as she tried pointing at Red X. "Mind stopping that?"

[NEGATIVE.] It replied without hesitation. [THAT IS NOT IN MY PROGRAMMING, MY FUNCTION IS TO DESTROY SUPERMARE. AS ORDERED BY MY CREATORS.]

"Yeah well... getting her out of here is going to help get rid of Supermare." She tried.

Her other half simply stared at her for a few seconds before it's eyes flickered. [WHILE THIS FACT IS TRUE, THE CHANCES OF YOU SUCCEEDING ARE 20%.]

"In the area where I'm the ruler? I find that BULL shit." She snapped, irritated that she couldn't at least punch this thing.

[WHILE YOU HOLD THE ABILITY TO ENTER CYBERSPACE AND MANIPULATE CERTAIN OBJECTS TO YOUR WILL, YOU LACK FULL CONTROL OVER THIS REALM.] It explained. [UNLESS YOU ACCESS YOUR FULL POTENTIAL, YOUR OPPONENT WILL BE VICTORIOUS AS SHE HOLDS MORE LETHAL MEANS TO HARM AND INFECT OUR SYSTEMS.]

"I can BEAT her WITHOUT you." Brainiac growled. "Now let me out and get back to kicking her out."

[SHOULD YOU BE TERMINATED, I SHALL CEASE TO BE.] It stated as it faded away. [EMBRACING YOUR TRUE FUNCTION IS THE ONLY LOGICAL WAY TO ACHIEVE VICTORY.]

Upon fading away completely, time returned to normal as Red X dashed towards her, only to teleport behind her and reappear near the base of the tower, slapping another X on one of the beams, which started glowing ominously. "This is Red X to base, the connection has been set."

"Oh no you're not!" Brainiac shouted as she snapped her fingers and the X disappeared. "... shit that was supposed to be all of them. Oh well, guess I can settle for beating up a punk."

"You can try..." Red X scoffed, she quickly teleported away and reappeared above her, slapping an X onto her head before leaping away and firing an X-adhesive at her, trapping her in place. "...but you'll fail."

"... you really have a limited imagination don't you?" Brainiac said as the X-adhesive vanished from her body. "I mean... seriously. You're treating this like... oh no. No I'm not telling you how to beat me."

"Oh how cute, you think you can take me on?" She smirked as she pulled out twin x-blades and charged fourth. "Well then, bring it on!"

* * *

Back in the real world, Applejack watched as Rarity groaned as she struggled against her restraints, the red electricity crackling around her capsule.

"Com'on RD... please hurry..." Applejack whispered as she clenched her fists.

"Wonder Mare!" Pinkie called out, drawing her attention to the screen, which now had a bright 'WARNING' sign flashing as a familiar logo appeared not too far from RD's location.

"Oh no..."

"So... I take it that's not good?"

* * *

"Come on now kid... do you REALLY want to keep this going? I've got you beat in all directions. I could LITERALLY snap my fingers and turn you into digital dust." Rainbow said but she wasn't smiling at the moment.

"Yeah? And why don't you do it?" Red X demanded as she charged Brainiac only for her to dodge it.

"Because I think you can change." She replied to X as she snaps her fingers and chains wrap around her arms.

"... really? This bull?" Red X asked as she tried to free herself.

"I mean it. You could've taken the code right here and now if you wanted to. Yet you keep fighting me instead... now what kind of thief wants to do that?"

"It's simple, I like a challenge." She stated as she snapped her fingers, vanishing and reappearing on the opposite end of the room. "And let's get one thing straight; I'm not some lost soul who needs guidance to the light," She explained, giving her a stern glare. "I'm a thief, I'm not some big bad villain who wants to conquer the world or anything like that, I'm just looking out for number one."

"Yeah and doing that's gonna get you killed." Brainiac said. "I mean there's looking out for number one... and then there's being suicidal."

"Oh please, spare me the melodrama!" Red X scoffed as she drew two more blades. "I'm not about to get lectured by a bunch of ones and zeros!"

"Wait, wait, wait... you think I'm FAKE?" Brainiac asked. She snapped her finger and a small video pops up. "That's the real world... notice who's sleeping?"

"Nice try, but special effects can do anything these days, I ain't buying it!" She shouted before throwing several x-shurikens. "I've got a job to do and I'm not leaving till I get that thing's data!"

"You think YOU can decipher this thing?" Brainiac asked as she casually deflected the shurikens. "That data's full of code I can't even CRACK yet... and I'm literally the second smartest being in the world... the first one being of course Captain Wheelchair."

"Oh that is just ADORABLE." A familiar voice called out, the floor beneath the two immediately turn red as several dark red cracks started to appear on the tower, spreading across it like an infection. "But there's a reason they hired me to get Giganta's data!" The voice continued as a massive figure rose out of the floor...

What stood before them was a long dark red robot serpent, and riding atop it was the holographic form of Dr. Chang himself.

"Associate of yours?" Brainiac asked. "I mean he looks ugly enough."

Red X rolled her eyes before turning to her boss. "What are you doing here Chang?! This was my mission and I was handling it just fine!"

"Getting your ass kicked counts as 'handling' it?" Brainiac chuckled.

"YOU SHUT UP!" Red X snapped before glaring back at her boss.

"You were taking too long my dear. I grew VERY impatient." Chang said as his serpent roared at them. "Besides. I think you've done enough damage to the firewall."

The crimson serpent immediately slithered towards the tower as more red cracks spread across it. Brainiac quickly tried to intercept him by blasting him in the face, only for it easily push its way through her attacks, before she could react it immediately brought up the tip of it's tail and zapped her from behind, sending her flying downwards and nearly crashing into Red X.

"And now to tie up all the loose ends!" Chang smirked as the crimson serpent immediately spat out a glob of red adhesive, engulfing both Brainiac and Red X.

"-the hell?!" Red X growled as she struggled against the goo. "Chang! What the hell is going on!?" She groaned before trying to teleport out of the goo... with no success.

"You served your purpose. I now have what I need... oh and what if I set the robot to self destruct?" Chang wondered to himself as his serpent started coiling tightly around the omega symbol... however Brainiac heard this and tried breaking free.

"STAY AWAY! FROM! MY! FRIENDS!"

"Oh no you don't!" He said as the serpent's eyes glowed and fired an electric blast at the two, badly shocking them.

"What… the hell… is this?!" Brainiac gasped as she suddenly felt all of her energy being drained.

"Well you see, the virus I conjured up slowly adapts to any obstacle put in front of it, it's instability combined with its infectious properties of Xenothium makes it the ideal weapon to hack into your system! And now with it slowly infecting your systems, soon you'll be completely helpless before me!"

"You... you backstabbing bastard!" Red X yelled at him. "You had enough Xenothium to make all this?! And yet you kept telling me the materials to fuel my suit were scarce?!"

That one statement got Brainiac's attention. Xenothium!? You two are using XENOTHIUM AS A POWER SOURCE!? Are you guys crazy!?" She snapped in rage as she struggled to get up, despite the pain she was in. _'That stuff is dangerous and unstable! And it's gonna kill one of my friends!'_ She thought as tried to pull herself out of the goo, however her strength started to fade as the serpent sank its fangs into the symbol...

Suddenly, everything before her froze in place as her other self appeared before her once again.

[I WARNED YOU.]

"Wait... I thought you were talking about the thief!" She yelled at it. "You never even INDICATED that this guy was a problem!"

[I STATED THE MATERIALS SHE WAS USING WERE GREATLY HAZARDOUS TO OUR SYSTEMS, THE STALLION IS SIMPLY USING THE SAME MATERIALS.] It stated before turning to the serpent. [SINCE THE FIGHT STARTED THE XENOTHIUM WAS SEEPING INTO YOUR DIGITAL BODY, SLOWLY INFECTING IT FROM WITHIN. THE MORE YOU FOUGHT, THE GREATER THE INFESTATION BECAME.]

"Well... I still had it somewhat under control!" She said to it.

[NO. YOU DID NOT.] It said back to her. [YOU SAY THAT TO TRY AND JUSTIFY YOUR BAD DECISION.]

"OK fine! Not my best call! Now how do we beat it?!" She shouted in irritation.

[SIMPLE, LET ME IN CONTROL.] It told her plainly. [YOU ARE INCAPABLE OF BEATING THEM AS YOU ARE.]

"And let you lock me away in my subconscious while you kill Supermare? No thanks!" She scoffed.

[YOU ARE WEAK BECAUSE OF THE INFECTION, LET ME OUT AND YOU WILL HAVE THE POWER TO BEND THIS PLANE TO YOUR WILL ELIMINATE THEM.]

Brainiac sighed, as much as she hated to admit it, she didn't have that many options. "... fine... but no killing Supermare. got it?"

[NEGATIVE. MY PRIMARY FUNCTION IS TO ULTIMATELY KILL THE SUPERMARE. DOING ANYTHING BUT THIS WOULD GO AGAINST MY PROGRAMMING.]

To her other half's surprise however, Brainiac simply chuckled.[YOU FIND MY OBJECTIVE AMUSING?]

"Of course I do," She replied with a coy smile. "...because you think too small. Listen, what if you and I made a deal that was mutually beneficial to our current objective?"

[IT IS EXTREMELY UNLIKELY THAT YOUR INFERIOR MIND COULD BENEFICIAL TO OUR CURRENT OBJECTIVE.] It retorted.

"Gonna ignore that inferior quip… but that thing is, having complete control over this realm would technically make us, for lack of a better term, Gods." She explained calmly. "So if you give access to that power while leaving me still in control, I can give you the one thing you've always lacked. A certain something that I happen to have in abundance that would prove highly beneficial in this situation…."

[AND THAT IS?]

"Imagination." Brainiac replied, her smile never faltering. "I've got a proposition for ya, partner."

* * *

"Now then, I think it's time to kill two birds with one stone!" Chang gloated as his serpent prepared to fire at the helpless duo.

"Uh, digital girl? Now would be a GOOD time to actually MOVE!" Red X screamed.

Almost immediately, Brainiac let out a spiracle pulse of purple energy, shielding them both and breaking them free of the adhesive.

"What the hell!?" Chang exclaimed in surprise as the symbol was immediately enveloped in a Blue Shield, preventing him from scanning it.

"Out there... I'm just an android... but when I'm in here? I'm many things... but right now? I'M A GOD!" She smirked as her hands crackled with energy…

"Well then, looks like I can add a killing a god to my resume!" Chang retorted as his serpent charged at her.

"Oh you poor deluded fool." Brainiac said as she launched electricity at Chang. "This is just embarrassing. You thought you were SO big and bad... news flash. You weren't the one who nearly brought Supermare to her knees. You're not the one with the power now... that's me." She said as she zapped him again and blasted his serpent.

"You insolent little worm!" Chang growled as his serpent bared it's fangs. "You will not deny me my prize! Kobra is paying me quite handsomely for this and I'm not letting some simple firewall program get in my way-GAH!" He screamed in pain as several x-pulses rained down on him from about, looking up he saw Red X herself standing at the top of the tower.

"You think karma's a bitch? Well I'm her AVATAR!" She shouted before throwing several more x-shurikens.

"Brainiac rolled her eyes. "Thanks for just NOW helping me out ya nutjob."

"Hey, I don't play hero, but I'm not letting this bastard get away with double-crossing me!" She shouted before teleporting away just as the serpent fired another pulse at her, reappearing next to Brainiac. "That and he's working for Kobra, and I DON'T associate with terrorists."

"Question." Brainiac asked as she blasted a pulse at the serpent which was hit hard with it. "What EXACTLY did this drop out promise you?"

"Money, more Xenothium to power the suit... and a sample of the Lazerus Pit... for my parents..." She stated as the serpent crashed into the base of the tower.

"THAT'S IT! I'VE HAD ENOUGH!" Chang shouted in rage as the serpent got up, it's glowing red eyes glaring daggers at the two.

Suddenly the red cracks that were appearing throughout the area suddenly started to vanish, The floor beneath the two became blood red as several walls erupted from the ground in a circular motion around them. Then several pipes erupted from the walls and started spraying liquid Xenothium into the pit. Thinking quickly, Brainiac summoned several purple floating cubes above the rising chemicals and flew up to one while Red X appeared on another.

Dr. Chang's serpent immediately dived into the lake of Xenothium and resurfaced in the center, it's body pulsating with energy. "IT'S TIME TO END THIS!"

"Shit... too much Xenothium here. I can't summon the Drone yet.." Brainiac said as she focused. "We need to get him down a few notches." She said as she sprouted wings on her back and started flying. "Well? You wanna join in?"

Red X scoffed. "Fine, it's not like I have any other choice..."

"Now then, you insolent little fools…" Chang smirk does he snaps his fingers, summoning seven more cobras heads out of the chemicals. "GET A LOAD OF THIS!"

"Oh I'm shutting that down fast." Brainiac said as she summoned three orbs that lined up like her nodes before firing them and trapping three heads. "X?! Now would be the time to use those blades!"

"Working on it!" She shouted as she leaped from one cube to another as a cobra head lunged at her, she dodged at the last minute allowing it to crash into the cube and quickly shot a massive X made of adhesive at it, pinning it down. She then dived downward and drew her x-blades, slicing through its neck in one swift motion. "This thing better not grow two more heads in its place..."

Suddenly another rushed at her from the right and attempted to swallow her, only for her to teleport to another block. "Really could use a high-ground advantage!" She called out as another head circled around her.

"Sure thing!" Brainiac said as she made the cube fly straight to the next head. "We're sure getting a head of ourselves."

"... never attempt a joke again. Ever. Please." Red X said as she sliced the head off. "Seriously."

"You have no sense of humor." Brainiac smirked as she blocked a blast from one of the other heads.

"No, your humor just sucks." She retorted before leaping off the cube and slicing off one of the cobra's heads.

"No, no, no, no!" Chang shouted as the main head began firing rapidly at Brainiac as one of the trapped heads broke free and attempted to coil around her. "I will not let an inferior program defeat me!"

"...does EVERYONE just assume I'm a program? I mean, I have feelings." Brainiac asked in irritation as she grabbed the head by the mouth and rip it apart. "Seriously I'm real."

"Uh huh. SURE you are." Red X retorted as she ran across the cubes while dodging the serpent's eye-beams. "You sure ACT like a program."

"I'm ACTING like this because your little stunt is gonna kill my friend!" She snapped back as she noticed something, as Dr. Chang continued to fire the amount of Xenothium in the area decreased.

"Aww, how cute. The useless sprite is getting mad." Chang taunted. "Do me a favor and hop into the recycle bin, I have a bigger prize to claim-WOAH!"

"...you mind repeating that?" Brainiac demanded as she blasted the main head. "No seriously. REPEAT. THAT. LINE. AGAIN!"

"You heard me you little byte! You're useless against my superior technology!" Chang shouted at her. "You're nothing more than a program who can't even defend the database they're supposed to be guarding!"

"I'M. AN. ANDROID!" Brainiac snapped, the nodes on her head glowed an ominous purple, causing the remaining orbs containing the serpents to explode, obliterating them instantly. "I hold the knowledge and strength of over 10,000 minds, I can play soccer with a mountain-sized meteor, can hack any system in seconds, I could obliterate the moon in less than a week, and my brain is the size of a PLANET! And you honestly think you're superior to ME?!" She shouted as her as she started charging up as much energy she could contain without giving in to her other half. The cubes started rising up from the Xenothium and began circling her, minus the one Red X was currently on.

She then glared at Dr. Chang with malice as her eyes and nodes glowed intensely. "Still think you can win against me? Actually, here's a better question; _do you wanna have a bad time?_ 'Cause if you don't crawl back to wherever pit you came from, you're REALLY not going to like what happens next..."

"No, no, no!" Chang screamed as his serpent's mouths are all started glowing. "YOU CAN'T WIN! YOU WILL NOT WIN! THE OMEGA CODE WILL BE MINE!" He shouted as red beams fired from the serpents mouths toward Braniac... who only glared.

"You had your chance to leave." She said as three orbs appeared again... but this time they fired off three beams that fused together and clashed with the red ones.

"Woah…" Was already Red X could say as she watched the battle before her, but it was them that she noticed that the lake of Xenothium they were hovering over seemed to be getting smaller…

And that's when it hit her: _'She's forcing him to use up his own power supply!'_

As the two beams clashed against each other, Brainiac continuously poured more power into hers, forcing Dr. Chang to do the same just to hold her off.

"Hey Chang!" Brainiac called out. "What happens when the Unstoppable Force meets the Immovable Object?"

Dr. Chang could only blink in confusion as he attempted to overpower her, however at that moment he noticed that for some reason his beam seemed to be getting smaller despite him putting more power into it.

And by the time he realized exactly what was going on, it was too late. The lake of Xenothium had been completely drained and his beam completely dissipated.

Brainiac smirked. "They surrender." And with that she fired her beam at full force, completely obliterating both Chang and his serpent.

"... whoa." Red X said as she turned to look at Braniac. "That um... what exactly... ARE you?" She asked her.

Brainiacs smirked as she landed and looked her right in the eyes. "Like I said, in the real world, I'm an Android. But in this realm, I'm a God." Her eyes flickered back to normal for a brief moment, before she turned around and aimed her hands at the tower. The structure slowly begin to rebuild itself as the cracks begin to reseed, the remains of the virus itself being repelled by Brainiac's own system. "Now I suggest that you leave, considering you don't have a reason to be here anymore…"

"Yeah... I might try and take that Lazarus Pit sample." Red X said as she turned away, but before she could leave Brainiac moved in front of her.

"Before you consider that... I want to ask you... whoever you lost, do you really WANT to bring them back? And if you do... would THEY want to?"

Red X glared. "Why do you care?"

"Because I've seen what becomes of those who take a dip in that pit, if it's an impure sample, let's just say it's not pretty." She replied.

"..."

Red X went silent for a moment before simply hitting the button on her belt and teleporting away.

Brainiac sighed as she vanished and woke up back in the real world.

"Oh that was... that was a journey. AJ? AJ is Rarity okay?"

"She's stopped screaming and her breathin's back to normal…" AJ replied, a sigh of relief escaping her lips. "Everything ok on yer end?"

"Yeah... yeah I'm fine." Brainiac said as hot up and stretched. "Hey, you ever hear of someone called Red X?"

AJ arched a brow and chuckled. "Now _there's_ a name Ah haven't heard in years…"

* * *

In an unknown location, three spotlights shined down upon Jinx, Kyd Dusk, and Gizmo, all of whom were kneeling before a woman in the shadows.

"Adagio, Sonata, and Aria… would any of you care to explain to me how three of her most promising students failed to steal one single gemstone? You all know that such failures are not tolerated within the H.I.V.E…."

The trio wincing at her disappointed tone.

"I believe some _strict discipline_ is in order…" She stated as her eyes started glowing menacingly...


	8. The Kobra's Den (Part 1)

Giganta groaned as she opened her eyes... her vision was blurry, she could still hear them...

"Her systems are still a bit glitchy from the attack by Red X two months ago, but she's recovering rather quickly..." The voice said, looking up she could make out a purple blob, and an Orange one next to it.

"How long 'till she's fully operational?" The orange one asked.

"She should be online now. She's just taking a bit to wake up." The purple blob said. A few seconds later her vision cleared up completely and saw them.

"W-what? Wh-what's going on? Where am I?"

"Take it easy there, sugarcube." Applejack said as Giganta slowly sat up, taking in her surroundings.

"Wh-Where... am I...?"

"You're currently in our Watchtower, you've been recovering for sometime now after you were heavily injured in battle." Twilight explained.

Giganta blinked, slowly processing this information. "K-Kobra... w-where are they?"

"Not here. They won't hurt ya." Applejack said as she held onto her. "Ah promise ya they won't hurt ya again."

"D-don't... make promises you can't keep."

"Sugarcube, Ah've fought in more wars than Ah can count. Those bastards don't stand a chance against me!" She proclaimed proudly before giving her a coy smirk. "Or you, once yer upgrades are properly installed…"

"Wait... you're going... you're going to help me?" Giganta asked with happiness in her synthesized voice. "But... I nearly killed you."

Applejack leaned down and placed a hand on her shoulder. "Sugarcube, trust me when Ah say this: Ah know how it feels to be used."

"Wha-what do you mean?"

"Let's just you're not the only one who's been forced into something against their will…" Twilight interjected.

As if on cue, Rainbow Dash stormed into the room with a less than happy look on her face, carrying none other than an unconscious Pinkie Pie on her shoulders. "I honestly can't believe you, why is it every single time we go out for a drink something blows up and I end up having to carry you home?!"

"Because shaddup." Pinkie replied with a burp. "Plus... don't... aren't ya immune to being drunk?"

"Yeah but I still like the taste of cider-DON'T CHANGE THE SUBJECT!" She snapped, tossing her into her old cell. "Now stay here until you're sober enough to feel again!"

"Rough night?" Applejack giggled.

"I swear if you make me babysit this nutcase again I WILL go nuclear!" Rainbow shouted before noticing Giganta staring at her. "So she's finally woken up huh?

"W-who are you?" Giganta asked curiously. "Y-you don't look familiar to me."

"The name's Brainiac, AKA; the mare that saved your cybernetic flank from being deleted!" She scoffed.

"And I'm Pin-the-tail! I mean, Papyrus Pie!" Pinkie slurred from inside her cell.

"...the pink one worries me." Giganta said as she moved a bit, testing her servos to see if they functioned correctly.

"We actually managed to restore the damaged parts of your body by using Rainbow Dash's structure as a reference." Twilight explained. "Though we still have yet to apply the outer layer of skin..."

"You're welcome." Rainbow scoffed.

"I'm not ungrateful but I never saw you before right now." She said. "Forgive me if I seem a tad… offish."

"Whatever, I'm going to the training room..." Rainbow sighed before storming off.

"Somepony's jealous..." Applejack snickered.

"Why is she jealous? She saved my life." Giganta asked with a curious look in her eye.

"Well..." She began as Twilight made her way to the main console and started typing in some commands.

"Y'see, she saved her from going nuclear in the city a while back. Since then RD's had nothing but respect for her... and after Ah brought ya back Twi started focusing more and more on studying yer anatomy, Ah guess she kinda started seeing ya as... competition fer Twi's attention..." She explained. "During some of our training exercises she's been pushing herself past her limits, as if to prove that she's still worth her time..." She said as she walks towards the console. "...don't worry too much about RD, she may act all tough and stubborn, but she did go to great lengths to make sure you were safe when the system was infected by a virus."

"Perfect!" Twi suddenly exclaimed, getting everyone's attention. "I've managed to recompose the second skin layer and make sure it adapts to your body structure perfectly!"

"Erm... thank you?" Giganta said as Twilight showed the second skin, labeled "Rarity". "That form, and that name... that's going to be me?"

"YEP!"

"...you're sure you're no mad scientist?"

"Well she did do the evil laugh when building RD's new body..."

"I only did that once!" Twilight retorted angrily.

"What about the time you started making emergency protocols for the tower..." Pinkie added, having finally sobered up. "I think protocol 10 involved blowing this place up? And what was protocol 52 again? Reboot everything?"

Twilight angrily turned away. "Do you want your new skin or not?" She asked bluntly as she continued typing. As Giganta made her way back to the stasis pod she heard Twilight mutter something under her breath. "I'm nothing like him... I'll NEVER be like him..."

"Um... did I say something offensive? I-I didn't mean to." She said with a bit of fear in her voice... huh. That was a new feeling. Fear.

"Nah, she just tends tah get really defensive when compared to a scientist... the last time she butted heads with one... it didn't end well..." AJ explained as she helped her back into the pod.

"I understand." Giganta said as she became snug within her pod. "Alright how does this work exactly?"

"Long story short; it scans ya, then slowly places a second skin over it. It's kinda like yer bein' fitted into a skintight suit... that's actually yer skin." She tried to explain.

"That's a pretty abridged way of putting it..." Twilight stated as the pod closed.

"If Ah let ya explain it ya'd spend a good three hours spelling it all out."

"Oh whatever!" She replied. "You're only saying that because of how I explained your sword isn't it?!"

"Ya darn skippy it is! Mah sword ain't somethin' that ya can just break down into just bein' a pointy stick!"

"Well if you just let me finish, I was getting to the tech involving the portal-"

"Ah don't NEED boomtube tech explained tah me!"

"If you two are gonna make out, can I record it?" Pinkie chimed in, pulling out her phone from... somewhere. "This'll get so many hits!"

"...can Ah stab her? Please let me stab her." Applejack asked as she pulled her sword out. "Ah really want to stab her."

"...depends on where you wanna stab me~" Pinkie replied with a sultry tone, twirling her mane with one finger.

"Just ignore her AJ." Twilight groaned as she turned to Giganta's pod as it closed. "The preparations are complete, now to commence the procedure..."

* * *

Rainbow sighed as she re-entered the room, having taken out her frustrations on a few training bots not too long ago.

"Stupid no good... dumb android. Make me work too damn hard saving your sorry metal ass." She said quietly to herself. "I mean is it THAT hard to get so much as a thank you anymore? Really?"

"Thank you so much for the new upgrade, darling." Rarity said as she felt her surprisingly life-like flesh. She now had a smooth snow-white coat with three diamonds for a cutie mark, sapphire blue eyes, and a long, flowing purple mane.

"No prob, it's not every day I get to study someone with an anatomy as unique as yours!" Twilight smiled and she looked over her notes. "I mean, all this coding and advanced technology, I'm geeking out!"

Rainbow paused as she heard those words. Geeking out over her... that was what she did with Rainbow... she was the one she was supposed to geek out over.

"Darling really-"

"No I mean it! Oh my Gosh you have eye lasers!" she heard Twilight shout.

"I-I could've had eye lasers if I wanted to." Rainbow stammered quietly.

"And the technology used to enlarge and shrink your body is just magnificent! Not to mention all the weapons stored within, how do they shrink and grow along with-"

"Twi, yer drooling..." AJ interjected.

Rainbow was... well to be honest she was upset again, but this time she was going to be heard. "ALRIGHT ENOUGH! She shouted as she entered the room. "She is not as cool as I am! I'm way cooler than this stupid android!"

"...and the dam breaks…" Pinkie stated casually as Giganta winced at her tone and AJ narrowed her eyes.

"Ah'd watch it if Ah were you, Dash." She warned her. "She's been through just as much as y'all have.

"Rainbow, just what's gotten into you?" Twilight asked as she flew over to her. "If anything I thought you'd be happy that there's another Android for you to bond with.."

"But it hasn't been ME bonding with her, it's been YOU!" She roared as she marched up to Twilight and poked her chest. "You saved my life and I owe you EVERYTHING! YET FOR THE PAST FEW DAYS NOT A SINGLE ONE OF MY ACCOMPLISHMENTS HAS CAUGHT YOUR EYE BECAUSE OF IT!" At that Rainbow pointed at Giganta.

"Hey now that ain't fair!"AJ replied. "It's not-"

"YES! IT! IS!"

"Listen Rainbow, you're acting like-"

Sadly whatever she was about to say was cut off as Watchtowers alarm started going off, the main screen immediately turned on, displaying what looked like a small planet, slightly smaller than their moon, approaching the planet.

"What the name of pink is that thing?" Pinkie asked as AJ scowled.

"The Warworld."

"... whatever. I'm going to be in my room doing my own things." Rainbow said as she walked away.

"Not so fast!" Twilight stated firmly as she started typing. "We've just recently gotten a lead on a weapons cache that belongs to a certain organization... I need someone to take it out while AJ and I deal with the wannabe Death Star." She explained, ignoring Pinkie's snickering.

The screen changed to an aerial map of Jump City. "I need you to head over there... and take Rarity and Pinkie with you."

"WHAT?!"

"Consider it a "team-building exercise"..."

"You three really hate me. Don't you?" Rainbow asked. "I mean it feels like you do at times... maybe I'm wrong but hey I'm not the one that helps protect this building 24/7-OH WAIT YES I AM!"

"And I appreciate that, but that doesn't give you the right to insult our newest member to her face!" She replied, her eyes glowing. "This is a team and like it or not you're all going to be working together at some point, I will NOT have said team fall apart because of some petty jealousy!"

The was a loud explosion that shook the base, the screen switched back to the Warworld, which had started firing upon the aerial forces sent to intercept it as it descended upon the planet.

"We'll continue this conversation later. AJ, let's move!" She should before flying out the door, leaving the trio alone together.

Rainbow said nothing as she looked to Rarity and just sneered. "Alright... so when do you wanna go out then? I was thinking right away but you probably don't wanna ruin that pretty skin of yours."

Rarity's eye twitched. "I'll have you know that I'm perfectly fine with starting the mission now." She said as she casually tossed her hair. "If anything you should be preparing considering your tech is quite... outdated by Apokolips' standards..."

"Says the robot that was how many decades old when she was finally dug up?" Rainbow retorted with a snarl. "And let's be honest grandma, you're way past your sell-by date."

"I am built to conquer entire worlds! This planet, had I been properly programmed by one of my people, would be mere ASH by the time I was done!" She said as her eyes glowed. "So thank your Gods that I am not like this right now you insufferable microbe!"

"I was built to go toe-to-toe with the mare who could play KICKBALL with this planet if she felt like it!" Rainbow replied, getting dangerously close to Rarity's face as the nodes on her forehead glowing brightly. "I'm powerful enough to make the government consider using NUKES just to stop me!"

"Oh for the love of-JUST FUCK ALREADY!" Pinkie yelled eagerly, causing the two to quickly back away from each other.

"JEEZ. Chill out!" Rainbow shouted back at Pinkie. "Just... why are you so loud?"

"What can I say? It's my gift to the world!" Pinkie giggled as she skipped out of the room.

"More like a damn curse." Rainbow mumbled under her breath. "Alright let's head out. I already have a foolproof plan to get into the place, by the way Golden Oldie... I'm the most experienced member here, so technically that means I'm in charge. Ergo; YOU follow MY lead."

Rarity scoffed. "Oh? I'm just supposed to blindly follow your lead? Or have you forgotten that Kobra is my enemy as well?"

"They might be your enemies but your plan would probably be to just to rush in guns blazing. My plan is to wait till we are close enough to the objective and THEN bust out the big guns. That way they're taken by surprise and can't properly prep themselves." Rainbow retorted.

"Yes because someone who was built for infiltration and destruction from within could NEVER have thought that up..." Rarity rolled her eyes as they made their way into the elevator.

"You were built to mainly destroy. I mean for pete's sake you couldn't even do much at Kobra's last base!" Rainbow retorted.

"I was trying to break free for your information." She replied. "That collar on my neck was downright painful! Not to mention I had just woken up-WHAT THE HELL IS THAT?!"

Upon exiting the elevator, she found herself staring at Pinkie's "car".

"The Joker Mobile as Pinkie likes to call it." Rainbow said as she face palmed. "It just... ugh... anyways you still could've at least tried. Some advanced life form you are. Can't even break out of a simple SK-38 Restraint Collar." Rainbow said with a bit of venom in her voice.

"Wait, how do you even know what-"

"HEY!" Pinkie called out as she exited the car, now wearing her "Harley" outfit. "Are you two lovebirds gonna get moving or what?! We got a cache to blow up!" She stated before glancing at Rainbow. "And BTW Brainy, it's called "The Killing Joke"!"

"Whatever..."

"Putting it out there right now, I'm not riding in that…" Rarity stated.

"Oh?" Rainbow smirked as she spread her wings. "So they installed flight software in you?"

"No…?"

"Well tough luck, 'cause I'm not carrying you!" She gloated it before flying off.

Rarity simply watched her leave, glaring daggers at the back of her head.

"Hey Rarity, while you're sitting in the trunk to make sure you don't touch the cannon, I haven't fine-tuned it yet and it only shoots cotton candy!" Pinkie called out and she got in the driver seat and opened up the back for her.

Rarity's eye twitched. "I suddenly miss being in stasis…"

* * *

In one of the warehouses of Van Hoover, several armored stallions and mares watched as the newest weapons shipment was lowered into an armored ship.

"You sure this stuff is as powerful as they say?" On of the stallions asked.

"If it isn't then this was a complete waste of time." A mare said as the shipment was finally lowered. "I'm looking forward to actually getting back home."

"Personally I'm just glad we're getting out of this stinkin' city." Another mare scoffed as they started boarding the ship. "You hear about what happened to the unit assigned to Jump City?"

"Wiped out. Terrible." The mare said without an inch of remorse. "But yeah I'm going to be glad to be as far away from this stinking city as I can be."

"Yeah well, that's the weird thing… the last distress call ended with one of them screaming that 'she's come for vengeance'." The stallions added, looking slightly nervous. "What do you think they meant?"

"Well honestly? It could mean anything." The mare told him. "Now just shut up and do your job."

* * *

Down below in the storage room, one of the boxes shook for a few seconds.

"Get your hand out of my eye!"

"Well then get your foot off of my stomach! And stop groping my breasts!"

"...um, that's not me..."

"Then who-?"

"Oh~, squishy~ hehehehe!"

"PINKIE LET GO OF ME!"

Almost immediately the top of the box was torn off from the inside.

"Finally!" Brainiac gasped as she pulled herself out, "Thought I was gonna suffocate in there…"

"Darling honestly I don't think we CAN suffocate... well the pink one can but not you and me." Rarity said as she got out and stretched her arm servos. "Oh it feels good to be out and about."

"I'll say!" Harley giggled as she leapt out of the box holding a large sniper rifle. "This thing was pushing up against my ass the whole trip!"

"Okay. TMI, Harley." Braniac said as she looked up. "Alright I think we've waited long enough. Think you're ready for one more go for the night Giganta?" She asked her friend with a smirk.

"Brainiac, for the hundredth time, I'm more than capable of handling this mission." Giganta replied in irritation.

"Hey, I'm just making sure your batteries don't run out mid-mission." Brainiac smirked. "I mean, after studying your anatomy it became pretty clear who's the superior model..."

"Yes and I forget... who was the sobbing mess that nearly leveled the city in a tantrum?" Rarity said with a smirk. Brainiac looked like she wanted to cut the wires to her head.

"Said the supposed 'ultimate android' who glitched out the moment she got damaged?!" She retorted angrily before going into her battle mode.

Meanwhile, Harley was going around looking through several boxes, most of which contained weapons and armor. But upon noticing her "other self" sitting next to a smaller box she quickly opened it up... and was shocked to her core by her discovery.

"Well... this doesn't bode well… uh, ladies?"

"WHAT?!" Braniac and Giganta shou in irritation.

"Well um... come over and have a look and see what I mean." Harley said. "I-I mean... I'm not that good with sciencey stuff... that's Batmare's thing."

"What are you-?" Brainiac blinking when she noticed blueprints for some sort of... prototype? "These designs... they're kinda similar to your own, Giganta… but seem a little more advanced..."

"What? Move. MOVE!" She shouted as she pushed the two aside and looked at them. "This is... how... this body is too small to handle so much weaponry."

"So... shoving it into a robot wouldn't work either? Because these files are saying otherwise... or maybe they're just poor scientists...?" She asked as Brainiac snatched the blueprint away.

"...change of plans ladies, we're not sinking this ship..." Brainiac explained. "We're riding this baby all the way to their base and shutting them down for good!"

"Oh I like the sound of that." Rarity said with a smile on her face as Harley jumped up and down with excitement.

"I love surprises! I only wish Batsy was here to see this..." She whispered dreamily.

* * *

Meanwhile in one of Bludhaven's many abandoned apartments, Batmare dropped Zazz's blood-drained corpse to the ground. She then turned her attention to the shivering Pegasus in the corner.

"You alright, Mr. Palmer?"

"Y-yeah... thanks." He said timidly. "That guy he... he was a psychopath."

"Just be happy I got her before he went human-centipede on you..." She said, only to blink when she noticed something watching her on the nearby rooftop... only for the figure to vanish from sight.

Glaring at the spot, she scoffed and lead the scientist out of the building...

* * *

"Hurry up!" The mare said as the ship was brought into Kobra's base. "We need that cargo in perfect condition!"

"Welp, I think that's showtime girls." Harley said as she prepared her gun. Brainiac smirked as her helmet covered her face and Giganta morphed into her giant form. Immediately she burst out of the ship and jumped onto the docks, firing her eye-beams at the soldiers before they could flee.

"WHAT THE SHIT?!" One of the soldiers shouted before being engulfed by eye beams, turning him to ash.

Brainiac blasted several holes in the ship before flying out and letting loose several bursts of electricity towards more of the soldiers, only a few groups managed to escape… and one group ended up running into Harley.

"I'm here bitches! And I bought favors for everyone!" She cackled as she rolled several marbles at them, only for them to immediately explode the moment they got close.

Giganta smooth that her handiwork before looking around and turning her attention to the observation deck where more soldiers were fleeing deeper into the base, she quickly reached into it and ripped open a massive hole in the wall… only to get a rocket to the face to the face as a few of the soldiers with more advanced armor and weapons remained behind.

They repeatedly find out her face before another one of them came forth wielding some sort of sonic cannon, she blasted Giganta in the chest, sending her flying across the room and into a wall.

"I saw that, it was hilarious." Brainiac smirked as Giganta shrunk back to her normal size.

"Oh, shut it dear." Giganta said as she used her eyebeams again and tore through a soldier. Not quite as powerful as when she was big but still lethal.

"You're just jealous that I'm killing more of them than you." She chuckle before flying upward just in time to avoid the sonic cannon's blast, looking at where she once was she whistled at the size of the hole it had made in the wall. "I gotta get me one of those... wait, where's Harley?"

* * *

"WEEEE!" Harley yelled as she kept blasting away at the helpless enemies before her with her bazooka.

'Waddaya say we put a smile on their faces?'

Harley blinked as she noticed her "other self" hanging from on one of the air vents. Smirking, she pulled out a scepter with a jester's head on the end and pressed button, spraying acid onto the vent. After it melted away she quickly pulled out a neatly wrapped package and placed it inside before sealing it up with her extra-strength wrapping paper.

"Tick-Tock, Tick-Tock!" She giggled as she skipped away...

* * *

"Wherever she is? It can deal with her insanity." Giganta said as she activated her eye beams again... however they weren't working on the cannon. "Don't worry about her darling. Worry about that thing not getting pierced by my blasts."

"Oh please, like you'd actually damage me?!" Brainiac scoffed as dodged another rocket before firing her own blast of electricity at them, only for it to be deflected by another blast from the sonic cannon, which then nailed her in the stomach and sent her flying through a wall.

"STOP! BLASTING! ME!" Brainiac shouted as she blasted another rocket aimed at her. "You're REALLY pissing off the borderline demi-goddess!"

Giganta quickly attempted to grow once more, hoping to take advantage of their attention being drawn to Brainiac. Sadly the enemy had other plans as The doors to the room opened, revealing several more soldiers, at least three of them wielding the same sonic cannon.

"You've got to be kidding me…" She growled before firing her eye beams again.

* * *

"BOOM BOOM! BOOM BOOM!" Harley shouted as she heard the symphonies of explosions from her friends outside. "THIS IS THE BEST! NIGHT! EEEEEVEEEEEER!"

Sadly this joy was short-lived as something burst through the wall and slammed into her.

"Ugh... what in the name of pink...?" She groaned as she looked up... and was both baffled and excited.

Standing before her... was a massive, green dragon.

"...am I tripping balls?" Harley asked as the dragon leered at her and stood over her. "Wait I'm not?! YAY DRAGONS ARE REAL!"

The Dragon however did not share her enthusiasm, as evidenced by him immediately spewing flames at her.

"EEEP! DRAGONS AREN'T FRIENDLY!" Harley screamed as she leaped out of the way. She quickly darted down the hall, with the dragon hot pursuit.

"STAY STILL!" The dragon roared as he breathed fire towards her again. Harley just kept to hopping all over the place.

"No! I don't want to end up rare, medium, or well-done!" She replied as she darted around the corner.

'Now would be a good time to open our little "present"…' Her "other self" said as she ran beside her, casually pointing at the detonator in her pocket.

'No, not yet… we need that for later…' She mentally replied before ducking to avoid a another fireball. 'OK, I just need a way to get him off my tail…'

"PEEKABOO!" The dragon shouted as it busted down a wall and dashed in front of Pinkie.

"EEE! I DON'T REALLY LIKE THAT SURPRISE!" Harley shouted as she tried to turn and run.

"OH NO YOU DON'T!" The dragon snarled as it grabbed her by the leg and lifted her up. "No one gets in the way of the boss's plan-ARGH!" Before he could finish talking, he let go of Harley and grabbed his head in pain. "N-No! T-Too... soon!" He groaned as he slowly started to shrink in size.

"...okay that was...weird." Harley said as she saw the new form of the dragon. A small pony with purple fur and green mane with a red and white jumpsuit.

"D-damn it… why does that keep happening!? The Chief said that it would last longer this time…" He groaned as he attempted to stand up, only to be grabbed by the mane and yanked up to Harley's eye level. "OW, OW. LET GO IF MY MANE!"

"... you're just a pony." Harley stated. The colt growled at her as he looked her dead in the eyes.

"WELL NO SHIT SHERLOCK. NOW PUT ME DOWN!" The colt snapped as he struggled to free himself, only for her to smirk pull out some wrapping tape.

"OOOOOH I always wanted my own pet!" She giggled as she started wrapping him up… only to get struck from behind and knocked out...

* * *

"Seriously Giganta I'm REALLY starting to get worried about Harley!" Brainiac shouted over the explosions. "She's been MIA for a quite a while and Batmare's gonna be pissed if I lose her!"

"Look, we can look for her later!" Giganta replied before firing her eye-beams at several more soldiers. "Right now we need to take out those sonic cannons, I need to focus in order to transform!"

"Okay but if we find her dead I'm not the one who's gonna tell Batmare!" Brainiac shouted as she formed a gun and aimed it at a sonic cannon. "Aim aaaand... FIRE!"

A crimson bolt of electricity was fired at one of the soldiers and hit her right in the face. She fell to the ground screaming as she sonic cannon hit the floor, going off and blasting the other soldiers out of the hole.

"Huh... nice shot."

"Thanks. Been practicing my aim recently." Brainiac said as she smiled and aimed her gun at another sonic cannon. "AND BYE FELICIA!"

Another crimson bolt surged towards the remaining soldiers. The two immediately aimed their sonic cannons, only for Giganta to grow into her giant form and slammed her foot on the ground, creating a massive shockwave that knocked them off their feet. Leaving them with little to no defense as the crimson bolt struck them.

"Aaaand that about wraps things up." Brainiac said. "Seriously this was way too easy that I'm almost insulted quite honestly."

"...right..." Giganta scoffed as she shrunk back down. "Now then, what do you say we find Pinkie before she hurts herself...?"

"That's a very good idea." Brainiac said as she morphed back into her normal form. "I mean seriously she probably already broke an arm or something."

"Wait... do you hear something?" She asked as she looked around before turning her attention to one of the air-vents. "It's like… ticking?"

A split second after she said that, a loud explosion echoed throughout the base, flooding the entire stronghold with laughing gas.

"DAMMIT PINKIE!" Brainiac shouted as the gas started to spread everywhere. "If it wasn't for the fact I don't even have lungs I'd be laughing my ass off and dying!"

"Darling calm down. It's not her fault. She just wanted to help was all."

As they looked around, they saw that every soldier that wasn't dead had gone into uncontrollable spasms of laughter, their faces are being pulled into an unusually large grins.

"...well her way of helping is downright creepy..."

"Says the girl who was built as an organic super weapon meant to kill Supermare... speaking of what happened to your old body?" Giganta asked her.

Brainiac's eye twitched as stormed off. "It's... not important. Com'on, let's go find the walking nut job and see if there's still info can be salvaged. These guys were hired by Kobra, so there's gotta be something here we can use to trace back to them..."

"Agreed." Giganta said as she activated her scanners and looked through the guns. "Hm... rather high tech for simple mercenaries... wait... Brainiac I found something."

"What is it?" She asked, lifting the discarded sonic cannon over her shoulder. "Some sort of logo?"

"Yes... Kobra's logo to be exact." Giganta said. "They were here but something tells me they didn't leave just yet."

"Well if they're still here, chances are they were caught in the blast..." Brainiac replied, casting an uneasy glance at the smiling corpses.

"... or they hired some super powered mercenaries that have a telepath to help shield them from the blast." Giganta said.

"That's a very specific reason why... they're right on the edge of a platform. Aren't they?"

"Yes, yes they are."

Looking behind herself, she saw at least five ponies standing before them. An albino Unicorn wearing dark purple armor and a metallic helmet with twin antenna. A robotic dark-blue Pegasus with a white mane, and a circular device above her chest held in place by several red wires wrapping around her back. What looked like Unicorn stallion wrapped in bandages with only his bubbly blue mane showing. A pink-coated Unicorn mare with a purple mane wearing the red bodysuit with a white stripe down the middle.

"Wow... those have to be... the STUPIDEST looking outfits I've ever seen." Brainiac said as she cracked her neck. "Alright who wants to get the ax first?"

The albino glared at her before releasing a powerful burst of energy, forcing the two back several feet as the robot Pegasus immediately bolted toward Brainiac.

Brainiac merely smirked as she grabbed the robot and body slammed it to the ground. "Really? You thought that would work?! I was built to bring down the Mare of Steel!" She shouted as she then drop kicked the pegasus.

Just that she was about to land ahead however, a black hand merged from the ground right beside her and grabbed her leg, sending a powerful pulse of electricity through her body.

Meanwhile, the pink Unicorn smirked as she slowly approached Giganta, the aura around her rendering her completely immune to the toxic gas. "You know, I was kind of hoping that I'd get to face you…"

"Oh? And why's that exactly?" Giganta said as her eyes started glowing. "I understand being envious of perfection but why seek death that badly?"

"It's simple really..." She replied before her eyes started glowing ominously, simile her entire body slowly started to expand and grow… just like Giganta. "You see, you're not the only one with this unique ability..." She explained as she stopped growing, now towering over her opponent. "...and I've been DIEING to test this power out against you!"

"Adorable darling. Really. It is but... you see... I was DESIGNED to be the Ultimate Android." Giganta replied as her targeting system zeroed in on the mare's vital areas. "And that means I know how to end fights quickly."

"That's adorable, you actually think being an android will give you the upper hand?" She giggled before lunging towards her. "Allow me to show you just how misguided you are!"

Giganta smirked as she activated her boosters and flew into the air and her mouth opened up. Inside a red glowing light was starting to grow brighter and brighter until finally a red laser fired out. The beam struck the ground where the mare landed and left an explosion. Giganta then landed and saw only smoke.

However, immediately the mare leaped out of the smoke-much to Giganta's surprise-and slammed her against the wall. "My turn!" She shouted as several pulses of energy started emitting from her hands and spreading across the android's body, and soon Giganta found herself slowly shrinking back to her normal size.

"You see? You're simply programmed to grow and shrink. But me? I've reached my full potential of these abilities!" She smirked as she slammed her normal-sized opponent into a wall.

Giganta growled at that as her eyes glowed and she shot a beam at the hand of her opponent which burnt two holes clean through them. The giant mare screamed in pain as she threw Giganta to the ground. "YOU BITCH!" She screamed as she slammed her foot on top of her in rage. "I'LL CRUSH YOU FOR THAT!"

"Adorable darling but it seems you're no better than me." Giganta said. "Oh wait that's right... I HAVE GUNS!" She then shouted as she charged her laser and shot through her foot.

"NEGATIVE-STALLION! GET YOUR ASS OVER HERE RIGHT NOW!" The giantess screamed in pain as she shrunk back down to normal. Giganta immediately attempted to open fire on her again only for her to shrink further down till she was out of sight.

Behind her the black outline of a stallion appeared before slamming his hands onto her back and releasing an electric pulse.

Before she could pass out Giganta got out one good quip. "Seems you... couldn't win... on... your own."

"Are you are you fucking kidding me!?" Brainiac scowled as she fired another blast of lightning at the robotic Pegasus. "Do I have to do everything myself?!"

"Dar-Dar-Darling please. They ha-ha-have a walking EMP-P-P-P." Giganta stammered as she collapsed to the ground with her lights flickering off, thankfully Brainiac could hear her circuits still running.

"That does it! I'm gonna obliterate all of you!" Brainiacs screamed as she surrounded herself in a red aura… only for the giant pink mare to rise up behind her and swat her to the ground, not giving her time to react, the albino stallion immediately let loose another psychic wave centered completely on her, forcing her to the ground. The bandaged stallion from before leaped down in front of her as she tried to push herself back up, only for a black outline of himself to shoot out of his body and immediately slam his hands on to her back, letting loose another bust of electricity throughout her body.

Brainiac could only yell in pain before she fell forward, slowly blacking out from the sheer pain.

As her vision became nothing but static, she saw the robotic Pegasus land before her with an arrogant smirk.

"Mission complete."


	9. The Kobra's Den (Part 2)

"Ugh… what the…?" Brainiac groaned as she woke up. Looking around she saw that she was in some sort of containment cell with her arms and legs restrained.

Already this scenario was bringing back very haunting memories…

She attempted to scan for a way out, but sadly their enemies had taken extra precautions and fastened a specialized helmet onto her head in order to hinder her systems. Looking over to her left she saw that Giganta had been fitted with the same device.

"Hey! Golden Oldie, wake up!" She shouted

"Yes, could you shout a little _louder_ please?" She groaned sarcastically as she woke up. "It's not like I've got a splitting headache from all the shock therapy..."

"Good to know you're as sassy as ever..." She groaned as she looked around her cell. "...where the heck is Harley?"

"Maybe she got moved to a different cell so we couldn't try to communicate with her." Giganta stated. "...assuming she got captured like us."

"...so on a whole... this whole team building shit was basically pointless... yay." Brainiac sighed, looking down in disappointment. "Great, the first mission I'm in charge of the whole team gets caught! Fucking brilliant! Supes is gonna be so pissed..."

"What are you talking about? We never expected them to have super powered back up to assist them." Rarity said as she tested her bonds, before turning to Brainiac. "Hey I have a plan-"

"It's probably better then mine."

"Oh will you grow up!" The robot snapped. "Your first brilliant plan didn't work so what? That's why you improvise! To adapt and overcome!"

"I should've been able to do that on the fly!" She snapped, trying to break free. "I should've been able to take them out easily! I was built to kill SUPERMARE FOR FUCKS SAKE!"

"Darling that's not exactly a good title to hold. Seriously, that sounds like you almost _want_ to be a supervillain." Giganta replied. "Why do you even feel the need to impress her so much anyway?"

"I... I was taken away from my family... my sister hadn't even been born yet..." She explained. "I was put through test after test, I was told repeatably that killing her was my only purpose... to the point where it became my only identity, the only way to truly measure my strength… it was either that, or become _obsolete_."

"...oh." Giganta said with an embarrassed look on her face. "I-I didn't know-"

"Now I see it was just to make me go through the tests... to survive... if I got overpowered by these bastards I don't deserve that stupid title anymore." Rainbow said as she just... slumped down. "I'm so pathetic."

"You're not pathetic." Giganta interjected. "Headstrong ye, but unless you haven't noticed, we all got captured. I was created specifically to decimate planets... and now here I am..." She mused.

Before Brainiac could reply, a loud smack echoed throughout the hall as a young stallion with a green mane and purple coat was thrown to the floor in front of their cells. Standing over him was the albino stallion from before, with a less-than-happy look on his face.

"WHAT DO YOU MEAN SHE ESCAPED?! SHE DOESN'T EVEN HAVE ANY POWERS! HOW USELESS ARE YOU?!"

"I-I-"

"AND WOULD YOU FUCKING QUIT STAMMERING?! IT'S GETTING FUCKING ANNOYING!" The stallion shouted as he punched the green stallion again and once more sent him flying.

The two androids winced as he slammed against the steel wall before hitting the floor. He was covered with several bruises, had a black eye, and was bleeding from his nose.

"Pl-Please…" He stammered out. "It w-w-wasn't my f-f-fault…"

"Oh you're right. It was the _other_ green coated moron who was supposed to be watching over her! She outsmarted you _and_ beat you when you were a damn DRAGON! I am starting to question why I even _let_ you on this team!"

[Mento!] A male voice called out. The stallion paused for a moment and pressed his fingers against his ear, activating the earpiece.

"What is it?!"

[We need you at the lab, now!]

"Can this wait? I'm busy…" He replied, glaring down at the young stallion, who simply cowered in fear.

[No, this can't wait. The Boss is on her way here as we speak!]

"Fine, I'll be right there…" He said before turning the earpiece off and turning to the young stallion. "Make yourself useful and guard these two, try to at least do _that_ right." He snapped before leaving the room.

The young stallion tries to stand up and glare at them. "This is... this is that stupid clown's fault. She just _had_ to escape on _my watch_." He growled. "I'm one of the damned Doom Patrol, I'm better than that."

"To be fair, Harley's not the most predictable opponent…" Giganta stated, getting his attention. "Not to mention that that doesn't excuse such an abusive response."

"Yeah…" Brainiac added, having calmed herself despite her situation. "Why are you taking crap from that guy?!"

"He's my dad… well, my adopted dad anyway… not that two cold robots would understand." The young stallion replied with a cold sneer.

"...okay, first off? WOW, way to be _not_ racist." Brainiac said as she returned his glare. "Secondly? That don't mean SHIT! If he was your dad he'd treat you with respect and love. Instead? You're being punched and beaten for one screw up."

"...it's not the first time I've messed up…" He sighed as he sat down, his back against the wall. "And I don't have much of a choice, he… they saved me from near-death, they're the only ones who can fix-" He blinked and immediately stood up. "Forget it, why am I even wasting my breath on you two?!" He snapped, turning away from the two cells before him.

"Oh, come on dear." Giganta said in a seductive tone. "No need to be so defensive."

"Around a simple bucket of bolts, yes I do. You don't feel anything... you don't understand what I'm feeling right now you arrogant bitch!" He snapped, glaring at her over his shoulder.

"OK, _rude_." Giganta scowled. "I'll have you know we're more than 'two cold buckets of bolts'!

"Yeah, granted she was built, but we've still got emotions just like you!" Brainiac added. "Why else would we show concern even if we had no reason too?!"

"Hm let's see." The stallion said sarcastically before pointing at Giganta. "You were supposed to be the Ultimate Android. Meaning you can use emotions to get what you want." He then looked at Braniac. "And didn't you say you were built to KILL Supermare? So this whole pity thing you're doing? Part of a sub-routine to make me vulnerable so you can escape."

Brainiac glared at the stallion, seriously wanting to knock some sense into him. However Giganta simply sighed. "He does have a point, not to mention he is technically the enemy at the moment..." She stated before giving him a small smile. "That being said, since you're clearly on to us, that technically means that you could vent out your frustrations all you want without worrying about us manipulating you..."

"...EW! I don't hump robots! What do you think I am, some kind of dog?!" He shouted. "No, just... just stop talking please."

"Yeah Giganta that was uh... you could've worded that a little better..." Brainiac added.

Giganta's eye twitched at the misunderstanding. "I MEANT TALKING YOU PERVERSE IDIOTS! SHARING WHAT'S ON YOUR MINDS! DEAR FAUST WHAT IS WRONG WITH YOU TWO?!" She snapped in rage.

"Hey don't snap at me, you were the one who went into seduction mode." Brainiac said with a coy smirk. "Hell I was about to get a wing-boner from the way you were talking."

 _'When I get out of here I'm going to kill you Dash!'_ She thought as she glared at the mare in question. "Ugh... let's try this again, you clearly have some attachment to you team despite your leader's abusive nature... we're imprisoned, you have no reason to let us go, and we're good listeners." She stated before glancing up above Brainiac for a second before continuing. "Just talk to us, if only to make your guard duties less boring relieve some stress... NOT in the way you're thinking." She quickly added.

"...w-well... you already saw how the big guy treats me but... o-other than Robotmare and Negative Stallion nobody else really likes me or tolerates me. It's... t-they think I'm so stupid and useless b-but I can help!"

"Well obviously, I mean, they wouldn't just let anyone join the Doom Patrol…" Giganta replied casually.

"So… what _is_ your power?" Brainiac added. "I mean, we fought everyone on the team except you, come to think of it, where were you during the fight?"

"Trying to catch that stupid clown." He said. "My name's... no it's a stupid name but the point is my power is shapeshifting. ANY type of animal."

"...anything you say?" Brainiac asked, growing intrigued. "For example, you could become a cheetah? Or a raptor? Or maybe a falcon? Or a tortoise?!"

Giganta blinked and turned to Brainiac. "Why a tortoise?"

"Tortoises are cool."

"Better, watch this." He said as he then morphed into a legendary beast that was long since thought dead, it's spikes, feet and claws were almost razor-sharp it's wings were massive. There was no mistaking this form, the stallion had just turned into a dragon.

"I-Is that a…?" Giganta stammered in shock.

"THAT IS SO COOL!" Brainiac shouted with stars in her eyes. "How'd you learn to do that?!"

He shape shifted back but... looked rather sad at Rainbow's question. "I'd rather not talk about that... just... ask me anything else..."

Giganta arched a brow at this, but simply gave him a reassuring smile. "Very well darling, what is your name?"

"Spike." He said but then grunted and slapped himself. "Forget you heard that! My name's Beast Boy!" He shouted at her... unfortunately Brainiac sorta giggled at that precise moment.

"Brainiac! Don't be so insensitive!" Giganta said in a scolding tone. "Besides, Spike is a cute name… as is Beast Boy." She added with a smile, only for Beast Boy to look down in irritation.

"If only everyone else called me that…but instead they stick to my code name; Changeling…" He mumbled before punching the wall. "I HATE THAT NAME!"

"Hey take it from me, at least your name isn't one based from an insult." Brainiac stated bitterly.

"Oh please, how could you possibly-" Anything else he was about to say was cut off as the doors to the room opened and an orange Unicorn stallion made his way inside. "Ch-Chief Sunburst! I-It's good to see you sir!"

"Yes of course. Could you give me a moment with the... specimens?" He said as he walked up to meet Giganta and Braniac. "Fascinating."

"That's it? That's all you have to say?" Brainiac asked. "Just so you know, I'm a pretty big deal…"

"Maybe I shouldn't leave…" Beast Boy stated nervously. "I mean, they could be dangerous…"

"Then that means you stay." Sunburst growled. "If they're dangerous then you stay here and help guard me you green tinted imbecile."

"R-right! That's what I meant!"

Giganta sighed as she mouthed the words 'You deserve better.' when the scientist wasn't looking.

"So, what exactly do you want? You come to start the disassembly early?" Brainiac asked in a bored tone.

"Oh no, no, no. You see... someone from _her_ past-" He pointed at Giganta. "-is coming over to visit and she asked to make sure you both are in good condition."

"Goody-goody-gumdrops." Giganta sarcastically replied. "I've been waiting to meet the one who dug me up and put that damn collar on me and "thank" her properly..."

"Oh see... she's going to arrive and... oh no I won't ruin the surprise." He said with a smile. "That's going to be all up to her."

"Indeed it is Sunny."

Beast Boy jumped as a new figure made itself known behind him. Turning around he quickly backed away upon seeing the new arrival. 'I didn't even hear her come in!' He thought as the figure casually walked past him and towards the cells.

Giganta scowled as soon as she saw her, she wore a cobra helmet with mouth open wide with a visor obscuring her face, a dark green suit with like green shoulder pads, and a flowing green cape.

The Queen Kobra.

* * *

In another part of the base, Harley carefully snuck through the air-vents as she searched for the main control room. It hadn't been easy escaping from that Dragon kid, but a good joy-buzzer to the back gave her the head start she needed. After he had lost her scent it was only a matter of following him back to the base.

"Okay. Security room. Security room... where are you?" She asked herself as she traveled through the vents.

As she continued onward, she looked through one of the grates and noticed Mento in some sort of laboratory. In front of him where two scientists who seemed to be observing some sort of necklace in a glass tube with wires coming out of it.

"So this is the thing that turned the little snot into a shapeshifter?" He asked as he pushed past one of the scientists.

"Yes..." The female scientist replied. "Our forces were able to recover it from the ruins of the Thunderhooves Tribe village. Apparently they had used some sort of dark magic along with the DNA of a changeling to enchant the necklace... quite a fascinating accomplishment for a species with no magic..."

"I don't care where it came from!" Mento snapped. "I want to know why it's just sitting here in a tube and not being used to make us an army of soldiers more capable than that green shit-stain!"

"Well siphoning the magic from the object is hard enough, most of the test subjects we went through either died or ended up trapped in one form..."The male scientist stated. "Really it was a stroke of luck that subject 027 managed to survive the procedure..."

"Son of a... okay why not try it on something else then?" Mento asked. "Like say... _force_ someone to wear it? Won't that give the same effects it gave that welp?"

"That was one of the first things we tried…" The female scientist answered as she made her way towards least three other tubes near the back of the room, and upon turning on the lights, everyone winced at what they saw. "As you can see, that plan went downhill fast."

All three of them contained several piles of withering flesh that could barely be described as anything remotely equine looking. Some of them had wings or tentacles sticking out of areas they shouldn't be, while others seemed to be missing entire body parts!

 ** _'OK… that's twisted even by MY standards...'_** Harley's "other self" proclaimed while Harley herself tried not to puke at the site.

"...then try again." Mento said with irritation in his voice.

"W-what-"

"Try. Again. I'm not about to let that green shrimp and weakling be the only shapeshifter we have." He growled. "I don't even remember why I saved his sorry ass."

"B-Because our Queen saw potential in him…?"

Harley scowled as pulled out a laughing gas bomb, this arrogant jerk was getting on her nerves!

"Well then maybe she was wrong for once." Mento growled... and then a small orb dropped down from the vents and exploded, covering the room in green gas. Mento used his Telekinesis to create an aura himself but the scientists were all not as lucky as they started coughing and then laughing their asses off.

"Aw, laughing already? I haven't even told the joke yet!" Harley giggled as she dropped down from the vent, quickly pulling out four razor-sharp playing cards and throwing them at Mento.

The shield he put up however blocked the card and caused them to fall flat to the ground. Harley's eyes widened and she then bolted towards the door.

"Oh no you don't!" Mento shouted as he blasted her with a psychic wave, sending her flying into a wall.

'You could've thought this out better…' Her "other self" mused as she sat near the necklace. Harley quickly got up and pulled out a small detonator. Before Mento could react the cards at his feet immediately exploded, knocking him out.

"See? I had everything under control." Harley said as she stepped over the unconscious Mento and smashed open the tube holding the necklace.

"This could prove useful…" She smirked is she stuffed it in her pocket before making her way to the security room.

Not wasting any time she immediately barged in and pulled a toy pistol, firing into the air once and getting everyone's attention. "Hey boys, how's your health plan?"

Everyone in the room was silent for a second before one of the scientists attempted to hit the security button, only to get impaled through the head by a flag with the word "BANG" written on it.

"APPARENTLY IT'S GREAT!" Harley smirked as shot several Kobra soldiers and scientists before chucking the pistol and pulling out the Trickster's acid gun and firing giant wads of acid everywhere.

* * *

"So you're the bitch who tried to use my friend huh?" Brainiac said. "Well excuse the lack of manners but I don't bow to monsters like you."

"Oh, I'll get to you in a moment…" She stated before turning her attention to Giganta. "I have to say, I'm impressed with the level of effort that was put into giving you life-like skin… even if it's wasted on a weapon such as yourself…"

"I try my hardest to disappoint you dear." Giganta said before spitting at her.

The two stallions winced as the spit hit the Queen's visor, however she simply wiped it off and glanced at Brainiac. "And then there's you... the one who nearly obliterated Maretropolis..."

"You do that ONE TIME and everyone just throws it in your face without understanding what happened." Brainiac mumbled. "Yes I did that and since you know I can do that then how's about letting me and Giganta go, okay? Okay."

"Oh I'd love too, but we have so much to do! Reprogramming you, disassembling you, replicating any weapons you may have gained overtime and distributing them amongst our forces…" She listed off, with Sunburst looking a little _too_ eager when she mentioned disassembling them, while Beast Boy looked slightly disturbed. "Trust me…" She continued, grinning behind her visor. "...we have big plans for you two…"

However before she could continue, red light started flashing at the alarm went off. "...Sunburst? What does that alarm sound mean?" Queen Kobra asked coldly.

Sunburst looked nervous as he tried to find out. "T-the best I can figure out is-"

[HELLO EVERYPONY!] Harley's voice echoed throughout the base. [This is your friendly Jester of Genocide; Harley, and her co-host; Pussy-Boy! Hey Pussy-Boy, wanna to hear a joke!?]

[PLEASE DON'T KILL ME!] A frightened voice screamed.

[Well then, stop me if you've heard this one; What's brown and very bad for your dental health?]

[I DON'T KN-]

*WACK*

[A baseball bat!] She giggled madly. [Hope you will enjoy that! 'Cause I'm going to be bringing even more jokes today! See you around the base and remember; If you see me smiling, I'm probably thinking of doing something twisted. If I'm laughing, I've already done it!]

And with those words, the speakers cut off, leaving everyone in dead silence… before Brainiac started laughing. "HAHAHAHA! THAT'S HARLEY FOR YA! YOU CAN NEVER PLAN FOR THAT WHACKY MARE!"

"W-W-Wait, th-th-that crazy clown bitch is here?!" Beast Boy stammered in fear with a look of dread. "Oh look at the time, I gotta go buy a watch, BYE!" He quickly said before attempting to run out of the room, only to be grabbed by the throat and thrown against the wall by the Kobra Queen herself.

"YOU ARE NOT ESCAPING!" She growled at him as she slammed him to the wall. "You are to PROTECT me from any and all harm! I am your Queen!" She shouted at him.

"Y-Yes ma'am…" Beast Boy choked out as she left the room… just before all the lights went off.

"What the?!" Sunburst shouted before immediately pulling out a communicator. "Sunburst to Mento, assemble the Doom Patrol and capture the intruder immediately!"

However all he got at the moment was nothing but static. "MENTO YOU IMBECILE ANSWER ME!" He shouted before hearing a chuckle... he turned and saw Giganta looking right at him with red glowing eyes.

"You know you're going to die don't you? And your precious Queen? She's going to bail on you to save her own scaly ass."

Sunburst shivered at the sight, but quickly regained his composure. "Oh please, whoever she is she's outnumbered, outmatched, and outgunned, my Doom Patrol will make short work of her!" He stated confidently as he turned to leave. "Besides, your high-tech minds should be able to calculate the odds of her surviving, I can easily tell you that those odds will be in our favor..."

"B-B-But Chief…" Beast Boy called out. "Wouldn't it be a better idea to evacuate just in case? I mean if she managed to get this deep into our base-"

"I don't recall asking for your opinion, Changeling!" Sunburst snapped. "I will not have my forces run at the sight of one simple powerless mare! Now get your useless ass out there and lay your life on the line for our Queen... or would you rather I stop working on the cure for your little 'condition' !?"

"...you know... I've just about had it with everyone thinking I'm useless." Beast Boy growled as he summoned a tentacle and wrapped it around Sunburt's neck. "AND FOR THE DAMN RECORD, MY NAME IS BEAST BOY!"

"L-L-Let me go you bast-GAAKK!" Sunburst shouted in rage before Beast Boy squeezed tighter. "You... need me... I'm the... only one... who can... f-f-fix you..."

Beast Boy growled in anger as he slammed him into a wall. "You better watch your mouth from now on. I'm done being pushed around, by you, by Mento, by EVERYPONY!" He snapped as he stormed out of the room, not noticing the smile Giganta was giving him.

"Well, well, well..." Brainiac snickered. "Looks like we know who the REAL useless one is!"

"Indeed..." Giganta added, take great pleasure in seeing the scientist sweating bullets after what just happened.

"No it... I'm still in control." Sunburst said mostly to himself. "I'm still in control. I'm in _complete_ control."

"What do you mean by that?" Brainiac asked as a bit of static emitted from her ear.

Sunburst simply smirked. "That naïve fool seriously thinks I can cure him... it's the only thing that's kept him loyal... but now..." He trailed off as he listened to a voice on the communicator. "Elasti-Mare, make sure our little Changeling has a little "accident" during your fight with the intruder... and make sure there's enough of him left for the dissection process…"

]"Oh with pleasure." The voice replied back with a dark chuckle. "The little turd's had it coming for a long time." It said before cutting out... and Giganta chose right then to let her anger be known.

"You... BASTARD! YOU'VE BEEN STRINGING HIM ALONG THIS WHOLE TIME, GIVING HIM FALSE HOPE AND ABUSING HIM... AND THEN WHEN HE GETS FED UP WITH YOUR SHIT YOU SIMPLY DECIDE TO KILL HIM?! YOU'RE WORSE THAN SCUM!"

If Giganta had lungs,this would've been the point where she stopped to take a breath, but instead she settled for a glaring at scientist with glowing red eyes.

"Oh please like you didn't already know. The problem is that it's down to his genetic coding. It's too far along for me to do anything... as if I'd want to fix that brat... oh well. That's what dissection is for." He said quietly.

"Lovely. Truly lovely... BTW? Hacked your systems while you weren't looking... who's this 'Ra's' dude you're so scared of?" Brainiac asked Sunburst with a bored tone.

"YOU DID WHAT?!" Sunburst shouted in rage… but then he gave her a look, a single look that said everything, yet nothing… before turning away calmly and pushing up his glasses. "It doesn't matter, the intruder will be captured, the two of you will be reprogrammed, and that little bastard will be dissected, and Kobra will reign supreme..." He stated calmly before leaving the room.

"Finally, I thought he'd never leave..." Giganta smirked after they were sure he was gone, she ripped her arms free and quickly did the same with her legs.

* * *

Harley casually stepped over the corpse of a smiling Kobra soldier and enter the elevator. "Now let's see… if I was a secret project, where would I be...?" She mused to herself as she looked up and down at the buttons...

" _Eeny_ , _meeny_ , _miny_ … ALL OF THEM!" Pinkie giggled as she just decided to press every weapon button in sight just to be sure... and made sure to click at least a few with her flank.

[EMERGENCY ALERT, MAIN POWER OFFLINE] A loud voice boomed from the speakers. Immediately after that the elevator simply stopped in place, much to Harley's annoyance.

"Well that's just great… well, Time to improvise!" She said before pulling out her acid gun and firing it at the floor, she dropped through the hole as it dissolved away before pulling out a scepter that had a clown's head on the end and fired it upwards, the clown head pierced through the elevator ceiling before four metal claws burst out of the top and lodged themselves firmly within the steel, leaving Harley hanging from a rope.

Pressing a button on the scepter, she slowly lowered herself down the elevator shaft, holding onto the scepter with her left hand while firing her acid gun at each door she passed with her right.

"Nope. Nope. Nope. Ooooh, shiny! Nope. Nope. Oh, here we are!" Pinkie exclaimed with a happy face as she stopped in front of a door. "Time for me to make an entrance!"

* * *

Inside the lab, Nega-Stallion was pacing back-and-forth while several scientists continuously rushed around him, either we connecting wires to the two before them or typing in commands and checking the monitors to make sure everything was stable, despite the current situation.

"How long till this thing's online?!" Nega-Stallion asked in irritation.

"Just a few more minutes sir! Please be patient!" One of the scientists pleaded. Nega just sighed in exasperation.

Suddenly, the doors were blown up Pinkie walked in with her grenade launcher.

Nega-Stallion growled and exited his bandaged form as he circled her. "I am REALLY not in the mood for this you whack job! So how about you stay where you are and just let me capture you!"

"Darn, and me without my poltergeist 3000... and there's like what? One of me and a dozen of you?" She smirked as the soldiers surrounded her. "Well that's ALMOST a fair fight."

"FOUND YOU!" Another voice bellowed, Harley turned to see none other than Beast Boy drop down behind her, now in the form of a hulking gorilla.

"...OK, now it's fair." Harley giggled, pulling out several playing cards...

* * *

"Alright so what now?" Brainiac asked Giganta after they busted free from their cages. "I kinda want to bring this place down on their heads and slaughter their soldiers by the dozens... I'm not in a good mood."

"Cool your jets, miss trigger-happy. We still need to find their little 'project' and make sure they don't activate it..." Giganta stated before turning on her scanners. "Now let's see… hmm... aha! Their little toy is a few floors below us!"

The two immediately rushed down the hall towards the elevator shaft… only do get blasted by another psychic wave.

"You two aren't going anywhere!" Mento shouted as he approached them from one end of the hall while Robotmare appeared at the other end.

"...okay. You know what? How about you and I have a showdown. Your brain vs my brain. What do ya say mental nut job?" Brainiac asked Mento, who glared at her.

"You honestly think you have a chance against me?!" He scoffed in amusement. "You'd be nothing but a malfunctioning pile of junk by the time I'm done with you!"

"I was born to-"

"Kill the Mare of Steel and look at how smart she is! She only punches her problems!" Mento shouted. "You're fighting a REAL genius now!"

"Well then…" Brainiac began as her for head nodes started glowing. "Let's put your little theory to the test!" She shouted as she let loose a powerful shockwave to counter Mento's

Meanwhile, Robotmare had tackled Giganta through a wall and was currently flying throughout the base while slamming her through various rooms.

"Aw. That's adorable." Giganta said as she grabbed Robotmare and threw her into a wall. "You're just a second rate me, you know that right?"

"Shut up!" Robotmare screamed as she got up, the orbon her chest glowing as it's charged. "We beat you once, and we can do it again!" With those words she fired a powerful beam of energy right at her face.

However this time Giganta just tanked the blast and barely felt anything at all. "You only defeated us because you caught us off guar. I may be a little rusty from being sealed away for so long, but once I scanned you I was able to modify a several parts of my structure, I was built to infiltrate and adapt, compared to me you're nothing but a step backwards."

Robotmare's eyes widened in disbelief as she started repeatedly firing upon her, two miniature missile launchers popped out of her shoulders and her feathers sharpened and immediately started firing smaller lasers. "LIAR! I WON'T LOSE TO THE LIKES OF YOU!"

"Darling I'm designed for war against entire planets. One or two of my kind are sent here and that's all that's needed. Your little weapons?" She said before turning her arm into a laser cannon while opponent still tried to cause some form of damage. "Are mere children's toys."

* * *

Downstairs, Harley smiled at her handy work. Several Kobra soldiers and scientists were either dead or dying of laughter, while others were writhing in agony as acid ate away at their skin.

The only thing that would've made the situation better… was if she wasn't being pinned to the ground by an angry gorilla, with the mummified stallion standing over her.

"So, any last words before I end your life?" Nega-stallion asked in a livid tone.

Harley simply gave him the most innocent puppy- dog eyes she could muster up (complete with tears). "Wow, gee willikers mister. I sure am sorry for slaughtering all your guards and tearing up your base. I promise I've learned my less-GAAH!" Sadly her little pity party was interrupted by him slamming his foot onto her hand. "-fuck! Take a joke, asshole!"

"Not after what you just did!" Nega-Stallion shouted. "I was close! I was so damned close to being cured and you fucked it up! You screwed me over and now I'm stuck like this!"

"...well, and I'm just spitballing here, maybe you shouldn't have worked with a terrorist organization... I mean, you're basically painting a target on your back-OW!" Harley screamed as Beast Boy turned into a rhino.

"How about you shut up. You have NO idea what you just costed Negs!" Beast Boy snorted at her.

"Exactly. I turned into this long before I joined Kobra. I joined because I had no other choice." Nega-Stallion sneered as he got close to her. "And thanks to you? All that work... down the drain."

*CRASH*

Everyone turned around to see two figures crash down through the ceiling, the smoke soon cleared revealing both Mento and Robotmare on top of eachother. Robotmare was missing her right wing and her left arm had been torn off, while part of Mento's helmet had been torn apart and he was covered with cuts, bruises, burn marks.

"Well THAT was easy enough…" Brainiac chuckled as she flew down through the hole with Giganta dropping down behind her.

"Told you dear." Giganta smirked as she stepped over Robotmare. "You did try your best but it wasn't enough, sadly."

Nega-Stallion scowled as he turned to the two androids. "You just don't know when to quit, do you?!" He snapped as he exited his body. Beast Boy quickly transformed into a T-Rex with Harley held firmly in his tail.

"Okay Giganta. End this quick. Please?" Brainiac said as she cracked her neck. "I seriously am starting to get bored with punching things." She said as she looked around. "Wonder what I can download from here?"

"Why?"

Brainiac looked over her shoulder at Beast Boy. "What?"

"Why are you doing this?! Don't you realize you're destroying our only chance at being cured?!" Beast Boy roared in anger.

"Uh... yeah about that?" Braniac said as she punched in a few commands on her arm. "You might wanna listen to this." She said as she brought up an audio file.

[That naïve fool seriously thinks I can cure him... it's the only thing that's kept him loyal... but now...] Sunburst's voice trailed off for a moment. [Elasti-Mare, make sure out little Changeling has a little "accident" during your fight with the intruder... and make sure there's enough of him left for the dissection process…]

[Oh with pleasure.] Elasti-Mare's voice replied with a dark chuckle. [The little turd's had it coming for a long time.]

Brainiac then fast-forwarded the audio to a later part of the conversation. [Oh please like you didn't already know. The problem is that it's down to his Genetic Coding. It's too far along for me to do anything... as if I'd want to fix that brat... oh well. That's what dissection is for.]

The recording ended, and Brainiac gave them both a stern look. "So tell me, do you still think he has any concern for your wellbeing?"

"He... he promised..." Beast Boy said. Too stunned for words.

"Change don't let that get to you! She's a damn android! she probably fixed it to make it sound that way!" Nega said, but Brainiac could tell even he was having some doubts.

"If you want I could hack the security cameras and show you the footage from there as well…"

"You'll do no such thing!" Another voice called out. Immediately Elasti-Mare grew up from below Brainiac and gave her a fierce uppercut.

As she hit a wall she couldn't help but smirk. "Scared that I'll be proven right?" She asked. "I mean that also proves you knew what happened to them... and you probably caused your own condition and don't WANT it cured."

"SHUT UP!" She screamed as she grew bigger and slammed her fist into Brainiac, repeatably punching her into the wall.

Then Giganta grabbed her fist causing her to turn to see the equally huge robot. "Hi darling. Remember me?" She asked before slicing her arm off and then blasted her eyes.

"AAARGH" Elasti-Mare wailed in pain as she shrunk down yet again. Taking advantage of this Giganta kicked her across the room with enough force to send her flying through the wall.

Groaning as she got up, Elasti-Mare then called to Nega-Stallion and Beast Boy. "What are you two idiots standing there for?! Attack and kill these bitches!"

"...is it true?" Nega-Stallion asked, his fists trembling.

"What?!"

"Is. it. true?" He repeated himself. "Did you know that we couldn't be cured?!"

"Are you two dense?!" She screamed as she pulled herself out of the hole, her arm and eyes quickly healing. "These two are ruining everything we worked for and you're just going to believe them?!"

"Excuse me?" Harley pipped up, having been surprisingly quiet during the whole scenario. "If I could bring something up real quick? Brainiac, could you check the cameras in room B55? I overheard something in there that might clear this up..."

"Sure thing." Brainiac said as she brought up a holo screen and brought up a video from room B55. "What time frame Harley do you want me to skip to?"

"About two hours ago I think..."

"Don't you d-" The was as far as Elasti-Mare got before Giganta slammed her foot on top of her. Brainiac immediately punched in some commands on her left arm as her right arm extended her fingers like wires and plugged into one of the computers. Soon the nodes on her forehead glowed before projecting an image onto the wall, revealing Mento and two scientists in some sort of laboratory. In front of them was some sort of necklace in a glass tube with wires coming out of it.

[So this is the thing that turned the little snot into a shapeshifter?] Mento asked as he pushed past one of the scientists.

[Yes...]The female scientist replied. [Our forces were able to recover it from the ruins of the Thunderhooves Tribe village. Apparently they had used some sort of dark magic along with the DNA of a changeling to enchant the necklace... quite a fascinating accomplishment for a species with no magic...]

[I don't care where it came from!] Mento snapped. [I want to know why it's just sitting here in a tube and not being used to make us an army of soldiers more capable than that green shit-stain!]

[Well siphoning the magic from the object is hard enough, most of the test subjects we went through either died or ended up trapped in one form...] The male scientist stated. [Really it was a stroke of luck that subject 027 managed to survive the procedure...]"D-dad?" Beast Boy asked. "No... I-I did everything you asked..." He said but the video showed only more heartache. It was just... it was undeniable proof... they'd all been lied to... they had been betrayed.

"I'm so sorry..." Nega-Stallion said as Beast Boy morphed back into his normal form, unintentionally letting Harley go. "I... I thought they could fix us, I thought..."

"Hey. It's fine." Giganta said. "You were desperate for a cure. To feel normal... but these ponies? They care about power and themselves. They only used you so they can get more power. I'm sorry you had to learn that the hard way."

Beast Boy fell to his knees. "What do I do now... this was... this was all I had..."

"For starters, you can DIE!" Mento's voice echoed through the room as a psychic blast hit Beast Boy and Nega-Stallion from the side.

"Oh come on you pathetic old geezer. Do we REALLY have to go through these rounds again?" Brainiac asked as she looked at Mento. "Remember last time I said I _could_ leave you brain dead? Yeah this time I'm _going_ to leave you brain dead!"

"NO!" Everypony turned to see Beast Boy slowly get up with an absolutely LIVID look on his face. "He's MINE!" The young colt shouted as he transformed into a bear and rushed towards him.

"W-WHAT?!" Mento shouted as Beast Boy tackled him.

"ALL THOSE TIMES OF DEALING WITH YOUR ABUSE!" He shouted with one swipe. "ALL THOSE TIMES OF DEALING WITH YOU YELLING AT ME FOR FUCKING UP WHEN IT WAS YOUR FAULT!"

Mento screamed as he fired another psychic blast, forcing Beast Boy off of him. "It was because of the bosses misguided belief that you'd be useful that we kept you around!" He snapped as he fired blast after blast. "And now it's time to correct that mistake!"

The young colt quickly morphed into a hummingbird darted around him before turning into huge snake, tightening his coils around him.

"MENTO!" Elastigirl shouted as she shrunk and slid out from under Giganta's foot… but before she could move Nega-Stallion hit her with an electric pulse, paralyzing her.

"You are going to pay for lying to us..." He growled at her as he surrounded himself in a field of radioactive energy before wrapping his "Negative Form" around her, Elasti-Mare barely had time to scream as she was fried into oblivion.

"Jeez." Harley whistled. "You really hated her huh?"

"She was a bitch anyway."

Robotmare just looked around as she tried to slink off. Giganta saw this... and shrunk down to help her. "Dear, you aren't going to suffer for following this cult of monsters." She said as she walked over.

Robotmare blinked as she slowly took her hand. "Y-Y-You'll he-he-help us...?" She asked, hope evident in her voice. "After all we've d-d-done?"

"The only monsters here are that mental whackjob and that stretching bitch." Giganta said as she helped her up. "Now I need to know. What is this project they're working on?" She asked her

"I-I-I witnessed them assembling a new robot... they said it would be more e-e-equine." She explained, pointing to the tube on the other end of the room. "They said that they would transfer my conscience into it, that it would help me f-f-feel again..."

"Why don't we go to it then dear. I think your friends have things covered here." She said as she picked Robotmare up and walked her up to the tube.

As they approached the tube however, Harley's "other self" quickly darted behind some rubble.

 ** _'Shit's gonna go down!'_**

[So you want my little project that badly, do you?!] Sunburst's voice echoed from the speakers. [Well then, let's see you survive it's wrath! Activation code: FIW!]

Immediately two glowing red eyes opened as something ripped it's way out of the tube. The figure was about a head shorter than Rarity, it's face was light metallic-blue while it's body was dark red with bluish-purple gauntlets and boots, what appeared to be a light red "belt"with four equally colored lines going down it's chest and back from its neck line, which donned a very familiar collar.

Glaring at its enemies it immediately lunged at the nearest target; Brainiac.

[NO MAN ESCAPES THE MANHUNTERS!]


	10. The Kobra's Den (Part 3)

The figure was about a head shorter than Rarity, it's face was light metallic-blue while it's body was dark red with bluish-purple gauntlets and boots, what appeared to be a light red "belt"with four equally colored lines going down it's chest and back from its neck line, which donned a very familiar collar.

Glaring at its enemies it immediately lunged at the nearest target; Brainiac.

[NO MAN ESCAPES THE MANHUNTERS!]

"What the... what kind of title is-OOF!" Brainiac yelled as she was grabbed by the new mechanoid and then slammed down. "Okay... that did... slightly more... damage than anyone else has done!"

"Well then, allow me to return the favor!" Giganta shouted as she grew once more and quickly slammed her foot on top of the robot… only for it to easily catch her foot and hurl her through a wall.

"Oh dear." She said as she landed. "That was rather... unexpected." Giganta then got back to her feet only for the robot to grab her by the horn and flip her over, slamming her into the ground, forcing her to shrink back to normal.

Mento decided to take advantage of the situation and fired a psychic a blast at the ground, powerful enough to send himself(and Beast Boy who was still coiled around him) flying through the ceiling.

"Oh for the love of-" Brainiac groaned as she got up.

"Don't worry, I've got this!" Harley shouted and she quickly fired her grappling scepter through the hole in the ceiling and pulled herself up after them.

Nega-Stallion quickly exited his physical body and engulfed the robot, attempting to short-circuit it. While Robotmare fired from a distance, unloading everything in her arsenal upon their opponent.

"Robotmare what are you doing?!" Giganta shouted as she managed to push the rogue violent robot off her. "You're body can't handle the strain you're putting on it, you'll die if you keep that up!"

Robotmare then slumped forward, just barely able to walk. "Yeah... I-I know... but that doesn't mean I can't try to stop her." Robotmare stated as she started to short-circuit while Nega-Stallion was forced to retreat back into his own body.

"OK… time to get serious..." Giganta groaned as she pulled herself up and and fired her own weapons at the robot from behind.

[ALL ENEMIES MUST BE ELIMINATED!] The robot screamed as twin missile launchers erupted from her back... aimed at Giganta herself. [DIE!]

"OH, COME ON!"

* * *

On the upper floor, Harley pulled herself out of the hole in the floor while Beast Boy quickly morphed into a hawk, flying around the room as Mento continuously tried to shoot him down.

"STAY STILL YOU MISTAKE!" Mento shouted as he tried to blast him.

"The only mistake is the one I made when I joined you!" He retorted, turning into a rhino and charging towards him, however at the same time Harley got behind him with a mallet, ready to smash his head in... only for him to dart out of the way at the last moment and fire another psychic blast at the two just as they crashed into each other, sending them hurling through another wall.

"Ugh... this is just getting embarrassing... Beast Boy groaned as he morphed back to normal. However as he pushed Harley off of him, he noticed something fall out of her pocket, and odd looking necklace that seem to be surrounded by a green glow… the same necklace he'd seen in the footage Brainiac showed him…

"Hey... is that-" Beast Boy started before Harley grabbed his head and turned it towards Mento. "Oh right. Killing him."

"You had one shot, you moron." Mento said as he approached the two,readying another blast. "You're not getting another one."

"That's what you think!" Beast Boy shouted, he didn't know whether it was instinct or something else… but he immediately grabbed the necklace and put it on.

Almost instantly, he felt an intense surge of energy rush through his body, knowledge of animals even he didn't know exist began to flood his mind as the glow from the necklace engulfed his entire body and one bright light.

Once the light died down, Beast Boy now stood taller than Mento, his legs no merged into one giant snake tail, several tiger stripes adorning his body, and massive hawk wings.

"OK…" Harley smiled. "That's just awesome!"

Looking over his new form, Beast Boy smirked maliciously as he extended his claws. "It's payback time!"

Mento was about to prepare another mental blast but Beast Boy, with speed of a cheetah, slashed him across the face, cutting his eyes out. "Oh I'm sorry did you need those?!" He shouted before baring his fangs. "NOW STAY STILL AND SUFFER MONSTER!" He screamed as he bit into Mento's arm and proceeded to rip it clean off, relishing his former tormentor's screams of pain.

Mento, in one desperate attempt to save himself, release one final psychic blast to knock him away and vainly attempted to crawl away... only for Harley to land in front of him and kick him in the face.

"Aw, why so sad? I know! How about a joke?" She giggled. "So a doctor told his patient "I have bad news and worse news". "Oh dear, what's the bad news?!" asked the patient."

And she continued, Beast Boy grabbed him by the legs with his snake tail slammed him against the wall before hurling him into the air...

"The doctor replied: "You only have 24 hours to live. "That's terrible" said the patient. "But how can the other news possibly be worse?!"Harley explained as she pulled out a boxing glove attached to a gun and fired it, nailing him right in the stomach, sending him flying into another wall.

Beast Boy then wrapped the rest of his snake tail around him and proceeded to crush him, mentally calling upon the necklaces power he added the strength of a Gorilla to his coils, resulting in several of his bones breaking.

Harley then landed above Mento with a gas gun aimed at his face. "...and the doctor replied; "Well, I've been trying to contact you since yesterday!", HAHAHAHA!" She cackled madly as she fired, giving him a full dose of laughing gas.

At first Mento started laughing like a madman, his face muscles contorting into a disturbing smile... only for the tip of Beast Boy's tail to wrap around his neck tightly and forcibly turn his head until a loud *SNAP* was heard.

"That one always slays 'em!" Harley giggled.

"Oh please..." Beast Boy scoffed as he released Mento's lifeless body. "...it wasn't THAT funny."

"Well you're no fun mister party pooper." Harley said as she pouted and walked off. "I'm gonna go find a place where I can find less party poopers!"

"YOU ARE FUCKING INSANE!" Beast Boy shouted.

"Yeah, a lot of ponies say that, they also say I'm sick in the head and need help." She mused to herself as she walk back towards the hole. "Well, maybe I am a bit batty. Blame it on the bats in my belfry."

 **'And the little voice in your head…'**

 _'You shut up!'_

* * *

"Giganta, I got an idea!" Braniac shouted as Giganta dodged the missile barrage, albeit by a small hair.

"MIND MAKING IT QUICK DARLING?!"

However the robot wasn't about to give its targets the chance to counterattack, immediately two sharp blades shot out of its wrists as it charged towards Brainiac. [DIE. DIE. DIE!]

"Shit!" Brainiac shouted as she dodged the blades.

"Well?! What's the plan smart-flank?!"

"Viral-WOAH-upload!" She explained as she took to the air to avoid a strike that would've taken her head off. "We just need to access that collar of hers and override her systems!"

"You sure that'll work?!" Giganta asked as she dodged a barrage of missiles.

"It's the best option we have at the moment!" Brainiac said as she dodged the blades once more. "Seriously how is she keeping up?!"

[NO MAN ESCAPES-]

"OH SHUT UP ALREADY!" Nega-Stallion shouted as he slammed his "soul" into the robot, engulfing it in another wave of electricity, temporarily stunning it

Giganta quickly took advantage of having the attention taken off of her and quickly grew to her giant size before firing her eye-beams at it, sending it through several walls. "Well I suggest you start immediately! This thing's more durable than both of us!"

"Already ahead of you!" Brainiac said as she pulled up a screen from her wrist. "Alright... let's see if we can break that collar now, shall we?"

"Well hurry up!" Robotmare shouted as she extended her wings, despite the damage they'd sustained. "I can't take much more damage!"

[DIE!] It showed it as a charge out of the hole... only for Giganta to quickly grab it and slam it into another wall. Unfortunately for her, the robot quickly grabbed onto the giant hand as it started to glow. [ANALYZING THREAT, SCANNING... SCANNING...]

Suddenly a painful surge of energy flew through Giganta's body as the robot scanned her. She immediately let go and shrank back to normal. And she looked up she saw her that the robot before her had apparently scanned her false skin, as of now donned the same white coat, however for some reason, possibly the incomplete scanning, it's mane was divided into two colors; light purple and pink.

[SCAN SEQUENCE INCOMPLETE.] It's said as it approached her.

"Oh dear." Giganta said as she blasted it again with her eye lasers. However it wasn't even budging this time. The robot then grabbed her by the face and started trying to crush her.

"R-B-R-Rain-Brainiac, h-h-help!" She stuttered as she grabbed her arms... only for the robot to be grabbed from behind by a large green hand.

"BACK OFF!" Beast Boy roared as he threw the robot across the room.

Robotmare grunted as she tried getting close to Braniac. "How... how can I help?"

Brainiac eyed her with uncertainty before opening the palm of her hand, revealing a small data chip. "The rest of us can get her attention long enough for you to get close, what you do you need to place this on that collar around her neck, but..." She paused, hesitant to continue. "I… I seriously doubt you'll be able to get out of this intact.

"I'm already 1 foot in the grave, if I die I might as well make muse useful... just give me the stupid chip." Robotmare said before hearing an explosion coming from the other side of the room.

* * *

"No, no, no!" Sunburst shouted as he watched the battle. "They should all be either dead or begging for mercy! Why are they still fighting?! My Queen, we have to get out of here!"

"You don't think I know that?!" She snapped as she stormed to the back of their control center as the entire facility was falling apart around them. "All of our bases have been destroyed, our forces are dwindling into the single digits, and my old secret weapon is working against me... we have no choice..." She said as she placed her hand on the wall, revealing a hidden scanner. Said scanner quickly beeped before a large section of the wall opened up, revealing an escape pod with two seats. "Sunburst! Activate the self-destruct sequence, we're leaving!"

"Coming!" Sunburst shouted as he rolled after her. They soon entered the escape pods as the self destruct system started. "If you don't mind me asking though, where exactly will we go? Kobra is finished!" He asked as the doors closed behind him.

"It's simple, I provided a certain Academy with the technology and locations of civil Meta-Equines they needed to spread their influence. They owe me a little favor…" She smirked as the escape pod took off.

* * *

Beast Boy repeatedly slammed his fists into the robot's face, only for it to catch his fist and hold out its rights arm, which folded outwards to reveal a cannon charging with energy.

"Fuck a duck-" He muttered as its powerful beam sent him flying across the room.

[DIE, DIE, DIE!] The robot shouted as it started blasting everything in sight. Whoever was controlling it let it run wild and seemed to not realize how dangerous that was.

"OK, where's her off switch?!" Harley shouted as peeked out from behind Brainiac. "This is getting way out of hand!"

[WARNING, WARNING, SELF-DESTRUCT SEQUENCE INITIATED]

"AND THE GOOD NEWS JUST KEEPS COMING!"

"Okay, do it now!" Brainiac shouted at Robotmare. "If you don't this whole place is going to go boom and everyone dies for NO reason!"

[DIE, DIE, DIE!] The robots we relentlessly as it immediately charge towards Giganta. Wasted no time, Nega-Stallion immediately flew towards it enveloped another wave of energy, however unlike last time, he let loose all the energy he held within his form, slowing it to a halt.

Seeing a window of opportunity, Robotmare immediately struck from behind and placed the chip on the collar. Said chip glowed green as several sparks immediately started emitting from the robot's neck.

[VIRUS ALERT, VIRUS ALERT, PURGE, PURGE!] The rule about screamed as it immediately started flailing around, firing randomly in different directions.

"Oh no you don't!" Nega-Stallion shouted as he tightened his hold on it, and to Beast Boy's horror, he slowly started to dissipate.

"DON'T DO IT!" He screamed as he tried to get close, only for the robot to fire in his direction, forcing him back. "YOU BOTH KNOW WHAT'LL HAPPEN IF YOU GO THROUGH WITH THIS!"

"Yeah we know… and after everything we've done working for Kobra, this is the least we can do to make up for it!" Robotmare shouted as she quickly grabbed onto the robot's neck from behind as her own hands started glowing. "Activate data-link, all power to foreign software!"

And soon Robotmare slowly started to lose her glow from before. Finally she got a weak enough to the point where the robot was able to throw her off and blast her to pieces, what little remained of her fell to the ground... lifeless and cold.

As Nega-Stallion continued to hold onto the robot, he said he felt his negative form dissipating at a faster rate and knew his time had come as well. He looked down at Beast Boy with a small smile.

"Take care of yourself kid."

Beast Boy watched in horror as Nega-Stallion soon shared the same fate as his teammate, his negative form slowly dissipating and fading away until there was nothing left, as if aware of the fate of his "soul", his physical body immediately dissipated into dust, leaving nothing behind.

"Night Glider... Party Favor... no..." Beast Boy whispered, tears threatening to fall.

[E-E-ERROR, V-V-VIRUS... UNF-F-FAMILIAR R-R-R-READINGS... ANALYZING... R-RE-REMORSE..?] The robot stuttered as it slowly fell to it's knees, it's eyes slowly becoming dim...

"Now's our chance! We have to get the bot!" Brainiac shouted. Giganta wanted to reach for it but soon several explosions went off, causing the bot to fall into a sinkhole and vanish into the darkness. "...or not..."

"WAIT! We can still-" Beast Boy called out, only for Brainiac to quickly push him out of the way of the falling rubble.

"No time we gotta get out of here NOW!" She screamed as she grabbed Giganta by the arms and flew off. Harley quickly jumped onto Beast Boy's back as he morphed into a dragon and followed, looking over his shoulder at the hole...

"I'm so sorry..." He whispered as the place collapsed around them. As they escaped he couldn't help but feel great remorse as his two closest friends were left behind... whatever was left of their corpses forever lost to the rubble of the base.

"I see a light!" He heard Giganta shout. Looking up he saw that parts of the base had collapsed enough to reveal a cave leading outside.

"Let's move it! I'm not getting buried today!" Brainiac screamed as she flew forth, dodging the falling debris left and right with Beast Boy close behind. They soon broke through just based collapsed as the entire base collapsed upon itself.

"Whew! Now THAT was wild!" Harley shouted as they landed, falling off as she giggled to herself… only for Giganta casually drag her away.

"Now is not the time for your usual land of insanity!" She snapped before pointing at the distraught pony that was staring at the ruins.

Beast Boy looked like he was going to break down right there. "I-it's... it's all gone." He said. "E-everything... n-now I'll... I-I'll never be normal."

"Hey, better not-normal then dissected-hey!" Brainiac groaned as Giganta elbowed her in the gut. "What?"

"That boy just lost everything, show some compassion!" She whispered angrily.

"...so... we pretty much destroyed Kobra but lost the robot and their boss got away, does this count as mission complete or mission failed?" Harley asked as she fiddled with her gun.

"...honestly I don't know. What do you think Giganta." Brainiac asked as she turned to her, only to notice the slightly distressed look in her eyes.

"Honestly, I'm more worried about Spike." She replied. "I mean, The poor dear has nowhere left to go now… after everything he's been through, I think we could at least give him a place to stay for a while…"

Brainiac wanted to object at first, but quickly relented upon remembering her own experience with being used. "Hey Beast Boy... um we got an open spot on our team... wanna join it?" However as she turned around, she saw that he had disappeared. "What the-where'd he go?!"

Harley pointed at an eagle flying towards the setting sun. "Looks like he flew the coop when we weren't looking. Then again, considering everything he's just gone through, maybe he just needs some space to figure things out…" She mused.

"Meh. Okay." Brainiac said. "Alright so who wants to head back and tell the girls the mission was a complete bust?"

"Not me!" Harley shouted as she hopped onto Brainiac's shoulders.

"Well Rarity looks like you're saddled with that job." Brainiac said as the trio walked off.

Giganta rolled her eyes. "Oh you're SO generous darling."

"Oh relax, if it's any consolation, I'll carry you this time."

* * *

As they returned to Maretropolis, they saw the aftermath of the fight with the Warworld, several buildings were being constructed, and some of the streets had been blocked off due to the damages.

And upon entering the Watchtower, they were greeted by the site of both Supermare and Wondermare exiting a boom-tube, both covered with several battle scars.

"What happened to you two?" Brainiac asked the two superheroes.

"Warworld... just... just Warworld." Supermare said as she fell over and went to sleep.

Wondermare simply sighed as she took off her helmet and tossed it to the side, flopping onto the couch. "So, how'd the mission go?"

"Well um... we stopped Kobra." Giganta said. "And really isn't that the most important-"

"You lost the weapon didn't you?" She asked with a raised eyebrow.

"...really the most important fact is that we stopped Kobra."

Applejack rolled her eyes and turned on the TV. "Yeah whatever, have fun explaining that to Twilight when she wakes up."

"So... now that it's all said and done, how about Denny's?" Pinkie chimed in.

"We blew it up during the fight." AJ stated

"...how about what's left of Denny's?"

Everyone stared at her for a few seconds… before Rarity started giggling, followed by Rainbow, and then finally AJ burst out laughing.

"OK, now THAT'S funny!"

* * *

[2 Months Later]

Beast Boy leaped through the hoops of fire in the form of a tiger, right after landing he transformed into an eagle and soared up to the top of the tent before turning into a monkey, while in free-fall he grabbed onto the trapeze and swung from one to the other, in mid-fip he quickly became a dragon and soared around the tent, breathing fire and roaring triumphantly much to the crowd's amazement, and finally he landed in the middle of the stage, turning back to normal and taking a bow. The crowd applauded rapidly as cheered at the top of their lungs.

"That's right folks! Give it up for Beast Boy; The One-Man Zoo! And the newest member of the Circus Of Strange!" The announcer shouted as Beast Boy walked off the stage, as he walked by he saw two familiar faces.

They both wore white makeup on their faces with two red dots on their cheeks, almost making them look like dolls. Their outfits consisted of red, tight-fitting tank-tops and gloves, white denim shorts, grey caps, and knee-high red boots.

At first the two looked identical, but upon closer inspection there were several differences, mainly that one was a pale-coated, brown-maned Pegasus stallion while the other was a light yellow-coated, orange-maned Unicorn mare.

Off-stage, they were Pound Cake and Pumpkin Cake, but upon the stage they Tweedledum (AKA "Tweedles") and Tweedledee (AKA "Dee Dee") of the "Wonderland Gang"

Dee Dee smiled as she approached their newest member. "That was awesome Beast Boy!"

"Ah, it was nothing Dee Dee." He smiled cheekily.

"Nothing? You give yourself too little credit!" Dee Dee giggled as she and her brother walked beside him. "I mean, you're technically the first Meta-Equine we've had in our little family..."

"...and you're blowing the audience away!" Her brother continued happily, casually draping his arm over his shoulder. "I mean, changing into any animal you want? That has "star attraction" written all over it!"

"While I can't argue with that, I'm just glad that you guys were so willing to accept me…despite my… checkered past…"

"Dude, it's cool." Dee Dee stated as she patted his back. "A lot of us come from broken families..."

Beast Boy arched a brow at this. "Even you two?"

"But of course!" Tweedles added. "Why do you think our parents are Earth Ponies?"

"That is... huh. That's a good point." Spike said as he realized the two were so far removed from Earth Ponies it wasn't even funny. "Well that makes much more sense honestly."

"Not to mention we look nothing like them." Tweedles added. "But we love them regardless..."

"That's sweet." Beast Boy smiled as they exited the tent. "...you can let go now, Tweedles."

"But I don't want to~OW!" Tweedles whispered playfully before his sister yanked him away by his ear.

"No! You're already on thin ice as it is! Remember what happened with Dick Grayson! His parents are still mad at you after that stunt you pulled!" Dee Dee snapped as she dragged him off.

"UGH! You're no fun Pumpkin!"

"IT'S DEE DEE, YOU IDIOT!" She shouted angrily.

Spike could only laugh as he gazed into the night sky, for the first time it felt like... he'd really found a true family. No one to judge him… and while he really did miss Negative Stallion and Robot Mare, he'd honor the sacrifices they made for him by living life to its fullest.

 _'I hope you've found peace in the next life my friends… I'll never forget you…'_ He thought as a star shot across the night sky...

* * *

Back in the ruins of the former Kobra base, beneath several tons of rubble, a conscience slowly began to stir... one brought about by the sacrifice of a noble soul, a sacrifice that brought forth a small spark of willpower in an otherwise emotionless machine…

* * *

Meanwhile, in a distant galaxy, the fires of the planet Apokalips burned brightly as a cloaked figure made its way across the battlefield, casually stepping over the corpses of several fallen soldiers.

"You're late." A female voice stated, causing the figure to stop.

"I... I'm sorry. I was held up." The cloaked figure said. "It isn't exactly easy to get here and High Father is putting down stricter rules on who can and can't be on Apokalips."

"That arrogant blowhard can go jump into the fire pits!" The voice snapped as another cloaked figure appeared in front of her. "We are the last remnants of Lord Darkseid's will! We cannot let these traitors take our planet from us!"

"But how my lady? There's too many of them and unlike before we do not have the power to fight back against them." The figure said. "I am sorry but... it seems that we cannot reclaim our home."

"I cannot accept that, I WILL NOT ACCEPT THAT!" She shouted as she slammed her fist into a nearby wall, completely shattering it. "Lord Darkseid was more than just our master, he was our GOD! I will not desecrate his memory by giving up!"

"And what do you suggest we do?! Even the slaves have started revolting!" The figure replied.

"...then we help them revolt... against High Father... but we need more help." The other figure said with a smile. "I think for once rebellion is what's needed."

The second figure stared at her for full ten seconds actually laughing. "You're serious...you, the deceitful Diamond Grace, leading an actual rebellion?!"

"I admit, the irony of the situation is not lost on me..." Diamond Grace sighed as she removed her hood, revealing her pink coat and grayish-violet mane with white streaks. "But we have little choice at this point..."

"Not to be bad news, but you do remember that one of the first things that High Father did after taking over his expose your little rebellion ruse tactics." The figure replied. "Even with your abilities, how exactly could we possibly get the numbers to combat his forces?"

"I think I can help with that." A new voice called out. The two looked up to see a new figures sitting on one of the corpses. She wore a black skin-tight bodysuit with circular armored around breasts and waist area, all three seemingly held together by metallic straps that went over her shoulders and around her waist. Similar straps were wrapped around her arms, legs, the edges of her wings and even her face, to the point where only her eyes and mouth were visible, while her hair was covered up by the rest of the bodysuit, save for long brown ponytail that came out the back of her head.

"Lashina... good to see you have arrived as well." Diamond said with a smile on her face.

"Yes well traffic was murder so I had to take a new route." Lashina smirked deviously, standing up as she pulled out an all-too-familiar device. "Anyways, I've been spying on Bekka's little sister for a while now, and apparently she managed to finally locate the traitorous bitch." She explained as she pulled out another device and pressed a button, revealing the holographic image of a planet. "This planet happens to to be ripe for the picking, we can send our forces there, slowly rebuild our army and influence, and when the time is right, take back our planet!"

"The best part... they don't even know how to guard against me." Diamond said as she laughed evilly. "IT'S PERFECT! OUR MASTER SHALL BE AVENGED! FOR THE GLORY OF APOKALIPS!"

"FOR THE GLORY OF APOKALIPS!" The two repeated in unison.


	11. A Sister's Bond (Part 1)

Barda groaned as she woke up in a soft bed. "W-Where am I?" She asked no one in particular as she cleared her eyes. The first thing she noticed was that her armor was gone along with her weapon, the second thing she noticed that was that she was in a cell of some sort, the bars, walk, and even the floor were all made out of some sort of Crystal.

"What the... where's my stuff?!" She screamed. "Ah'm not kidding! Where's my stuff?!"

"Kept away just to make sure you don't go nuts" A voice said to her.

"W-Who said that?!" Barda shouted as she started looking around, raising her fists in defense. "Ah'm warning you! I'm a New God! I've taken on-OW!" She winced as she felt a sharp pain shooting through her body. Kneeling down she felt her chest, remembering exactly where the death entity had struck her.

"A New God? Please don't flatter yourself." The voice said. "I mean seriously that's the kinda thing that gets you killed in here. Though if it's from one of the Amazons it isn't that bad to be honest. Marshmallow hell at it's finest."

Barda's ear twitched as she groaned in irritation. "What does that even mean?!" She asked as she pulled herself back onto her bed. "And who the hay are ya anyway l?!"

"I'm in the cell next to ya but uh... you might not wanna look... I'm a bit um... _indecent_ at the moment." The voice said with a chuckle.

Barda blinked and-against her better judgment-looked... and her face went as red as a tomato as she quickly turned away. "OH SWEET MOTHER OF-"

"Aw come on! I'm still wearing some underwear!" The voice laughed. "And hey I DID warn you!"

The creature in the cell was a pale coated stallion with a brown mane, he was as tall as she was with quite a lean build. He possessed black, eel-like tattoos that ran across his back and along his arms, webbed hands and feet, a set of gills on his neck, and large fins coming out of his back that seemed to act as wings.

"That underwear barely qualifies as a loincloth... just... just _ew_..." Barda grimaced as she glared at the prisoner, focusing on his face rather than his body. "Just what are ya exactly? Ah've never seen an equine like ya... and what's with those fins?"

"Huh? OH! You mean my wings. Well see my Mom was a seapony and Pops was a Pegasus." The prisoner said to her with a chuckle. "So what's your story then, hm?"

"Ah..." She looked away for a moment, contemplating the events that lead up to her situation. "Ah had a fight with Mah sister..." She stated bluntly. "After our… _disagreement_ , I teleported myself as far away as possible… I ended up here and passed out from my injuries..." She explained, after which she turned back to the crossbreed. "Ok then... question number two: where the heck am I?"

"You're in Themyscira; the Island of Crystal Ponies."

"Crystal... what?" She asked. "Did y'all just say CRYSTAL ponies?"

The prisoner just smirked. "What? Is it that hard to believe?"

"Ah just... that seems so impossible!" She stated... before two ponies entered the prison, their coats in manes glistening like crystals in the light.

"... well, Ah'm just gonna shut up now." She said. She then saw that they were wearing armor that barely covered them. How embarrassing... don't they know that they could do so much better in battle if the armor was _actual_ armor?

"Alright you, start talking!" One of them stated as she pointed her sword at her. "Who are you and how did you get here?!"

"Mah name's Barda. Ah'm from a VERY distant world from this one." She said. "Ah'm one of the New Gods and Ah mean ya no harm. Ah actually teleported here by total accident."

The two stared at her for a few seconds before turning to each other. "She's either lying or she got hit on the head way too hard." One of them whispered.

"Wow, just how many toads did you lick to come up with THAT story?" The stallion asked, trying his hardest not to laugh. "Let me tell you this; pleading insanity isn't going to get you any early paroles."

"HOW DARE Y'ALL!" Bloom shouted as she grabbed the cell door and yanked it off and ripped it in two. "THAT PROOF ENOUGH FOR YA?! OR DO AH HAVE TO LITERALLY GO THROUGH ONE OF Y'ALL?!"

"How did she-"

"Take her down, NOW!" One of the guards shouted as they rushed her, swords drawn.

Barda just glared as she grabbed the two and slammed their heads together and threw them to the side. "That's just sad."

"Um... ok then..." The stallion blinked in surprise. "Well, as long as you're staging a breakout, mind letting me out to?" He asked hopefully.

"...fine just. Go find yer stuff and FOR THE LOVE OF THE GODS PUT ON SOME REAL CLOTHES!" She shouted as she quickly ripped the doors off and looked away.

"Aw thanks sweet cheeks." The stallion said as he got out. "By the way? The name's Featherweight."

"Yeah, yeah. Just go get your clothes!" Barda snapped.

"Well I would, however knowing them they took my clothes to the armory, my only attire was my enhanced armor." Featherweight explained as he placed his hand on one of the pipes, sensing the water within. "And chances are that's where your stuff is too."

"Well... fine then." Barda said as she blushed. Seriously taking their armor was one thing, but _barely_ giving them anything to cover themselves with?! This was just savagery!

"Sweet! Now then..." He smirked, turning to the unconscious guards, he dragged the two into his cell and took their keys, locking them inside. "Let's go, I've been stuck in here long enough to know that they send new guards every five hours."

"Alright." Barda said as she followed the stallion. "So wait... what did y'all do to end up in there? Ah mean Ah understand me but how did you?"

"Let's just say I took a mission for my boss that landed me on the Queen's shit-list." He stated bluntly as they snuck out of the prison area.

The moment they got outside Barda was shocked to say the least, there was a tall, slender castle built from crystals of various hues resting on a set of arches, it was surrounded by buildings fashioned from the same material and

She almost felt like she was back on New Genesis… or an ancient version of it at least.

"You done gawking? We gotta go to the armory right now." Featherweight said as he grabbed her and tried to pull her along with him. Only realizing he couldn't so much as move her. "What the... mare how much do you _weigh_?"

Barda quickly snapped out of her daze and yanked her arm out of his grasp. "Watch it, sea-pony. Just because we have a temporary alliance doesn't mean you get to mouth off."

"Actually it does. I know my way around here and you don't," He said with a smile as he rushed off. "CATCH UP IF YOU CAN!"

"Oh for the love of-do you not know the meaning of stealth?!" She snapped as she quickly chased after him.

"IF YOU'RE REALLY LOOKING YOU'D SEE STEALTH AIN'T THE ISSUE HERE!" He shouted as he soon arrived at the armory. "Bingo."

"Ok... now where's my armor...?" She mumbled to herself as they began searching. But as she kept searching she couldn't find anything that resembled her armor or weapons... which worried her. She couldn't help but fear what just happened. "Please... PLEASE tell me someone's not wearing it right now."

"Well, at least they kept MY armor here!" A new, slightly deeper voice called out.

Barda turned around to see Featherweight in his armor... and her jaw dropped.

Featherweight now wore black skin-tight armor, a disc-shaped helmet with two large red eyes, small tubes that connected from the back of the head to his shoulders. The hands of his suit were webbed and the suit also sported fins on each of his legs. And on his back were two identical handles what she assumed were blades.

"What ARE you?"

"In this armor, call me Black Manta."

"...that is a _stupid_ name to call yourself." She said with the most deadpanned expression on her face.

"Oh come on! Mantas are one of the most deadly things in the oceans!"

"I've faced creatures in the depths of space much more menacing than whatever you based that armor on." Barda scoffed. "Seriously, that helmet looks ridiculous-WOAH!" She was immediately cut off as she ducked to the side, narrowly avoiding being impaled by a sword.

"Alright time to shine." Manta said as his eyes glowed and red lasers shot out. However the two were quickly reminded why they were called _Crystal Ponies_ , as the moment Manta's lasers hit the two mares it immediately deflected off of their bodies and was sent right back at the two.

"AW NUTS-" Was all he got out before his lasers hit him and Barda head on. The two hit the walls and were nearly knocked out by the blasts.

"...nice one, genius..." Barda groaned as she slowly picked herself up, only to be kicked back down by one of the ponies.

"Stay down, intruder!" She snapped.

"Aw come on." She groaned as she looked up. "Ah really hate today."

"Well good to know New Gods, or whatever you are, hate Mondays too." Black Manta said as they were both lifted up... or at least they tried to with Barda.

* * *

Meanwhile at the watch tower, Twilight sat at the main computer with Fluttershy by her side. On the screen were a pictures of various scientists, such as Raymond Palmer, Moondancer, Professor Flim and Professor Flam, Dr. Fries, Dr. Crane, and several others.

"So you're saying you think somepony wanted Palmer to be kidnapped by Zazz?" Twilight asked as she continued to type.

"Definitely." Fluttershy said as she removed her mask. "Oh I'm glad Pinkie's asleep at this time of night. I don't need to wear that damn thing twentyfour-seven."

"I was personally starting to wonder if you ever washed that thing..." Twilight mumbled to herself before bringing up another picture of the now-deceased Zazz. "Who do you think would want him out of the way? And for what reason?"

"Could be a million reasons." Batmare said. "Could be one reason. Whoever it was they chose the wrong one to finish the job."

Suddenly several red lights started flashing as aerial map popped up, showcasing the location where a boom-tube seemed to be opening up.

The odd part was, it seemed to be coming from the middle of the ocean, and the signal was badly distorted.

"What in the..." Twilight said as she studied where the boom tube opened up. "That's... that place isn't on any map we have."

Fluttershy arched a brow before pulling out a communicator. "AJ? We've picked some boom-tube activity. You busy right now?"

"Ah'm already heading there... Ah know who popped up. Just tell me the coordinates." AJ replied over the communicator.

* * *

Back in Themyscira, the Guardponies walked into the throne room with their prisoners in tow, Manta (sans his mask) was thrown to the floor while Barda was shoved forward. "The prisoners, my Queen. We caught them trying to escape."

"Understood." The Queen said with a cold look in her opal eyes. She had a pale pink coat and a long, flowing mane that was two shades of magenta and dark wore a golden tiara, silver shoulder guards and arm bands, black leather gloves with deep blue highlights along the wrists, black chainmail under her armor that covered her arms, legs, and waist, a white cape attached to her shoulder guards, what appeared to be a metal skirt, a golden breastplate, and boots with similar properties.

"Now then... I would like to know what caused you to try and escape this island? The mare I mean. Not _you_ Manta."

"Aw, and I thought you cared-OW!" Featherweight groaned as one of the guards hit him with the handle of her sword.

Barda simply glared at the Queen. "Oh I don't know, maybe it has something to do with the fact that you took my stuff and threw me in a cell the moment I got here!"

"We couldn't be sure of you being a threat to our people." She said calmly. "You must understand that our kind is secretive-"

"And paranoid! Look it was consensual okay? She got on me first!" Manta said with a smile.

"SILENCE! ONE OF US WOULD NEVER GIVE OURSELVES TO A BEAST LIKE YOU!" One of the guards shouted before hitting him in the head again.

Barda scowled at their rather aggressive treatment towards Featherweight. "While I can somewhat understand your methods. Your treatment towards us is more than questionable." She said as she glared at one of the guards that had struck Featherweight.

"Hm? Is that right?" The queen asked. "And what makes you say that? What makes you have any moral ground to say such a thing that's normal in our home?"

Barda held back a swear. "Well I don't know what he did to incur your wrath, but I doubt-"

"Mother, I wish to discuss-" A new voice called out, only to stop as soon as she entered the room upon witnessing the spectacle before her.

The mare wore a simple robe that covered up most of her body. Her coat was crystal pink and her curly mane was pink with light blue stripes.

The guards bowed and Featherweight smiled upon seeing her. "Hey Flurry! How's it-OW! WILL YOU STOP HITTING ME?!"

"Mother what's going on?!" The mare, Flurry, asked the Queen. "What is this?!"

"I am merely making sure she is not a threat." She explained before shooting a glare at the stallion that was being forced to kneel down. "And making sure this vile creature doesn't escape again."

"Mother I agreed to what happened! I keep telling you that!" She said before groaning. "It's like you don't even WANT to accept that I actually LIKE him!"

"Flurry, we can discuss this at a later date!" The Queen argued. "We have other matters to attend to at the moment-"

"Wait, you..." Barda gestured to Featherweight, who smiled cheekily. "...and her?" She finished, gesturing to Flurry, who simply gave Featherweight a coy smirk.

"IN ANY CASE!" The Queen shouted. "The point here is that you-" she pointed to Barda "-have invaded our domain unannounced! What are your plans and how did you find us?!"

"Ah'll tell you what Ah told the guards, Ah'm a New God from a distant world called New Genesis and Ah was teleported here by accident." She explained, however she was very doubtful that anyone would believe her at this point.

"Quite a story there." The queen said with a cold glare. "But there's only one way to truly decide if you're telling the truth." She then snapped her fingers. "BRING OUT THE LASSO!"

"Bring in the what now?" She asked as she saw one of the Crystal Ponies walk into the room with a glowing rope on a pillow, kneeling before her Queen as she took it.

"This lasso forces whomever is bound within it to speak truthfully to the wielder, no matter how strong their will." She explained as she approached her.

"Kinky~OW!" Featherweight cooed, only to get whacked upside the head again.

Flurry gave the guard a sharp glare. "Do that again and you'll be cleaning the entire armory for a week." She growled, prompting the guard to step back.

Ignoring the two, the Queen held up the rope. "If you have nothing to hide then you nothing to fear."

"Ah don't." She said with a brave voice. "So why don't ya use it now and get it over with?"

The Queen wrapped the rope around her arm, upon doing so the rope glowed brighter and Barda felt a rush of energy flow through her body, almost overtaking her will.

"First question: who are you?"

"Barda Bloom of the New Gods." Barda said with a steely look in her eyes.

"So that is true... next question. How and why did you end up here?"

"Ah came to this planet searching for my big sister, while Ah found her Ah also encountered the entity of death. Ah was forced to fight both of them and ended up sustaining several injuries. Ah teleported as far away from the two of them as Ah could and ended up here." She continued to explain, a small feeling of guilt making itself known in the back of her mind.

"And why is your sister here on this world? Why did she leave your world?" The Queen asked.

"Ah...Ah..." She stammered as she tried to hold back, but ultimately her will diminished. "She was going to get married to a Prince as a symbol of final peace between our two worlds, but our grandfather used her wedding to slaughter the planet's ruler and his council, killing her betrothed in the process." She stated, slowly feeling the weight of these memories and causing several feelings to surface, sadness, disgust, regret, and most of all... guilt.

"Holy shit." Featherweight said as he stared at her in shock. "I mean... WOW. That is COLD BLOODED right there. I may not like the Queen but I'm pretty sure she wouldn't stoop that low."

"You are correct... but now this is curious... WHY did you do this?" The Queen asked. Everyone's curiosity now open.

"Our planets; Apokolips and New Genesis, had been at war for centuries on end. When their Lord Darkseid came to us in an attempt to make peace with us via the marriage, mah grandfather; the Highfather, saw it as an opportunity to use the marriage as a ruse to gain control over Apokolips in his name." She explained, though inside she felt like she was dying.

"...and why are you here?" The Queen asked. The guards, Flurry, Featherweight almost numb to anymore shocking responses Barda could have left.

"Ah... Ah... had to get away... Ah just wanted my sister to come home... but she rejected me..."

"Gee, I wonder why?" Featherweight sarcastically remarked. Not even the guards reacted to this, simply glaring at her in disgust.

"P-please... A-Ah had no choice... Ah just wanted mah sis back... A-Ah was just followin' orders... h-he said it'd make everything better." She said between tears.

The Queen scowled as she pulled the rope tighter. "Do you truly believe that? Do you honestly believe widowing your own sibling at her wedding was the only course of action?" She asked, her tone dangerously low. "If so, then you truly are deluded."

"AH WAS RAISED TO BE A WARRIOR!" She shouted at her. "AH WAS BORN TO FIGHT AGAINST THE VERY MEANING OF EVIL ITSELF! THE ONLY REGRET I HAD WAS WIDOWING MAH SIS! IF YOU KNEW WHAT HIS MONSTER OF A FATHER DID YOU WOULDN'T BLAME ME! YOU'D BE THANKING ME!"

The Queen gave her a cold glare before kneeing her in the gut with enough force to bring her to her knees. "You claim to be a warrior and yet you took the coward's way out. You say that you were born to fight evil itself, but evil comes in many forms... such as your grandfather." She stated as she removed the rope and walked around her. "I don't know how things work on your planet, but the differences between good and evil are as black and white as you believe them to be."

Barda just looks at the ground and started crying. "... kill me... j-just kill me... A-Ah'm so pathetic."

The Queen looked down at the mentally broken New God before turning away. "Take her back to her cell." She stated as she walked back to her throne.

To the Unicorn Guards and levitated her towards the exit. As they left the room the remaining guards gestured to Featherweight. "What about him?"

The Queen scoffed. "Put him back in his cell, I'm in no mood to deal with him right now."

"But Mom-" Flurry protested.

"No buts!" She snapped as Featherweight was dragged out of the room. Flurry scowled and stormed away.

* * *

As Barda was levitated back to the prison, a familiar figure watched from above...

"... what in blazes did mah sis get caught up in this time?"

* * *

On another part of the island, a Pegasus mare with a yellow coat and light orange mane flew towards the beach. She was dressed in golden armor, wore a similarly-colored tiara, and had a red cape flowing behind her.

She landed in front of a tombstone and placed a blue flower upon it. Honoring the brave soul who selflessly saved her life at the cost of his own. "Rest in peace, brave warrior..." She then kissed the head of the tombstone and felt the tears come to her eyes. "I promise... I promise you that your sacrifice will not be in vain."

"Aww, how sweet~" A soft, alluring voice called out. The Pegasus turned around and quickly drew her sword... only to immediately drop it as her eyes began to glow...

"Now, now, there's no need for that." Diamond Grace smirked as she approached the mare with Lashina behind her. "I'm sure with the right training you'll make a fine addition to my forces..." She gigged sinisterly as she snapped her fingers, forcing her to kneel before her. "...and you'll be the first of many..."


	12. A Sister's Bond (Part 2)

"Why am Ah just a prisoner?" Barda asked shamefully as she sat in the middle of her cell. "It just.. Ah don't deserve tah live."

"I'll say you don't." One of the Crystal guards stated angrily. If it were up to me you would've been executed the moment the lasso was taken off. You should be thankful that our Queen is being even remotely merciful to someone like you!"

"Then do it." She said with a growl. "Just get it over with then. Ya clearly want to."

The guard gave her a dark glare before cracking her neck. "Open the cell door. She's trying to get out."

The Pegasus guard gave her an uneasy look. "Uh m-ma'am, I don't think that would be wise-"

"She's asking for me to kick her ass and she won't shut up about it." The mare said. "I think I should give it to her."

"Go ahead, do it." A new-yet-familiar voice called out. "Ah'll be sure tah visit ya in what passes for a hospital on this island to sign your cast."

Looking to her left, Barda's eyes widened. "S-sister?"

"Wait, what are you doing h-WAAH!" The Amazon screamed as Applejack grabbed her and tossed her over her shoulder.

"That's your sis?!" Featherweight exclaimed in shock as the Pegasus Guard drew her sword.

"Sis? What are you doing here?!"

"Ah was huntin' for you duh." she said as she opened the cell door easily. "Ah was scared ya done gone and went ballistic and hurt yerself... ya are okay aren't ya Bloom?"

Barda couldn't believe what she was hearing, despite everything she did, she still came for her. "...no... Ah'm not ok..." She replied, turning away as she fought the urge to cry. "Ah haven't ever been ok... after everything Ah did, why would ya try and save me?!"

"Well... yer family Bloom." Applejack said as she walked over and hugged her. "And ya know Ah'd never stay too mad at ya."

"Sis... oh sis!" She cried, hugging her back, feeling as if she'd disappear the moment she let go. "Ah'm sorry! Ah'm so, so sorry!"

...sadly the little moment was interrupted entire island shook violently.

"WHAT IN TARNATION?!" Applejack said as she pulled her sword out. "Sis do ya know where yer armor is?!"

"Ah don't know!" She shouted over the explosions. "Ah checked the armory but it wasn't there!"

"And knowing them they probably moved my armor somewhere else too..." Featherweight added in a disappointed tone.

Applejack glanced at the strange creature (from her perspective anyway). "Ah'm sorry, who are you?"

Featherweight then smiled as he stood up. "Name's Featherweight better known as Black Manta! Hero of Atlantis and all around Suave stallion who's half sea-pony!"

Applejack arched a brow. "As many questions as THAT raises, we need to find your armor and weapons!"

"Well… there's a small chance that the Queen might know…" Featherweight stated. "Though I seriously doubt she'll be willing to hear us out..."

"She won't have a choice. Considering that earthquake just rocked her island? She's going to have to trust us to try and solve the problem." Applejack said as she cut down the bars on Featherweight's cell and activated the boom-tube from her sword. "Let's go "request" an audience..." She said as she stepped through the portal, with Barda & Featherweight following behind...

* * *

Diamond Grace could only smile as she watched her Paradeamons attack the unsuspecting empire. Seeing an Empire that resembled their enemy's home go up in flames brought her such... satisfaction...

"This is... so beautiful." She said with a light chuckle. "I can't believe this civilization is where our army will begin to be honest... it's so... PATHETIC."

Lashina landed next to her, casually flicking the blood off her whips. "We've been able to take the inhabitants by surprise, however they seem to have mobilized rather quickly and have began a counterattack. They're even using their knowledge of the islands layout to their advantage."

"But we're superior... have I mentioned I LOVED being a Goddess?" She said as she listened to the screams of the Amazons who were unable to fight back against the Parademons. "Ah… such a lovely symphony."

"Yes, yes it is... though the screams lose some of their magic when it's not me torturing them..." Lashina said with a malicious smile. "If you'll excuse me, I still have some killing to do..." She said as she jumped down towards the Empire.

"Oh... this is such sweet catharsism... after... after what happened... after what they did... AFTER WHAT THOSE TRAITOROUS BASTARDS DID!" Diamond yelled as she slammed her hoof down.

She quickly regained her composure and calmed herself. "Lord Darkseid, this is but a stepping stone to our goal. I promise you we will take our planet back, and we will restore it to its former glory..."

* * *

Around that time Applejack, Barda, and Featherweight came out of the boom tube and right in front of the Queen. "Alright you start talkin'! Where's mah sis's weapons and where's Feather's... doohicky's?!"

"Doohickys? Really? I'm... kinda hurt." Featherweight said.

"What are YOU doing here?!" The Queen snapped as she drew her sword. "You dare answer my chambers uninvited?! Along with the prisoners!" She then pointed her sword at Featherweight. "This invasion is YOUR doing, isn't it?!"

"Oh that is just SO typical." Featherweight said with a bored tone. "Just blame it on the outsiders huh? Anything that doesn't fit with your idea just has to go don't it Spoiled? You know I bet that's why it's your name huh? Spoiled... like a spoiled rotten child."

"How dare you! Men like you are nothing but a poison to our land! I knew that little "ambassador" excuse you gave me! Simple trick for you to use to get us to let our guard down while you took our empire and defiled my daughter!"

"SHE CAME TO ME FIRST! WHAT PART OF THAT DO YOU NOT UNDERSTAND?!" Featherweight shouted at her. "SHE CAME TO ME FIRST AND IF ANYTHING FOR A BIT I WASN'T GOING ALONG WITH IT AT FIRST!"

"Listen here you insolent little-" The Queen angrily stormed towards Featherweight, only for Applejack to block her path.

"That's enough! Ah don't know how you do things here but in case you haven't noticed there's an invasion going on outside!" She shouted in irritation. "Ah'm willin' to defend this place as is my sister, but she needs our armor and gonna give it to her, or else you're going to have two fights on your hands!"

"... fair enough... but you must swear on the River Styx that you will save and defend as many Amazons as you can." The queen said.

"We'll do what we can." Applejack said. "Now where's her armor?"

"And mine!" Featherweight put in.

But before she could answer, they heard a familiar voice in the next room.

"Aresia please, snap out of it!" Flurry shouted just as she was thrown into the throne room, crashing into Featherweight in the process.

The yellow-coated, orange-maned Pegasus flew into the room with several other Crystal Ponies behind her, all of their eyes glowing a sinister lavender.

"What is the meaning of this treachery?!"

"For the glory of Apokalips!" Aresia shouted as she charged forth with the rest of the brainwashed.

Before the sisters could charge forth, the Queen darted in front of them with her sword and shield. "I'll delay them as long as possible! Flurry Heart, get them to the Royal treasury immediately!"

"But mother-"

"JUST GO!" She shouted as she blocked one sword swing from Aresia. "I will not let anymore lives be lost today Aresia! Fight whatever this is that's controlling you!"

"... Aresia... what's happened to you?" The queen asked. "What magic is forcing you to fight your queen?"

"Th-their leader! H-hypnotized me!" She groaned as she was forced to swing at her Queen yet again. "I can't c-c-control my body!" Aresia said, to fall from her eyes.

"None of us can!" Another Crystal Pony stated as she lunged at her from behind. "Please my Queen, stop her, stop US!"

Flurry felt nothing but sorrow as she saw her mother fight against the mind controlled Crystal Ponies. It was like seeing a nightmare unfold before her. "F-follow me." She managed to get out as she led the trio to where the armors and weapons were.

"Wow, this kind of reminds me of the armory we have back home… only with less tridents... and guns..." Featherweight mused as they started searching for their armor. "...and of course she'd mount my helmet on the wall like some trophy."

"Sorry." Flurry said. "I-I'm sorry my mother's been a bitch everyone it's... she's over protective of me-"

"OH, YOU THINK?!"

"-but that's because she... well um... who here has worked with pottery?"

Her response was a simple blank stare.

"WOW. That is... WOW." Flurry said in the most irritated voice. "Okay long story short? My mom made me from clay and Zeus gave me life. I was basically a vase."

"... oh... so... well the paranoia makes sense now." Featherweight said.

"Wait, wait, wait, Manta's lasers bounced off the guards when he fired at them! Last Ah checked that only happens with crystals!" Barda interjected as she put her armor on. "How's that even possible if everyone here is made from mud?!"

"It's a protective shell that's formed around us when we're born. Look that's nowhere CLOSE to being the most important thing right now! Just get your armor and save my family!" She said with fear and uncertainty in her eyes.

* * *

As Diamond continued to watch the carnage unfold, one of the brainwashed Amazons ran to her in panic. "My master! I bring grave news! The enemy seems to be pushing our forces back!"

"... excuse me?" She asked with a twitching eyebrow. "You promised me you were powerful warriors! How are you this incompetent?!"

"It's not our fault! They-" Before she could finish, a Parademon was sent flying into a tree.

"Long time no see, Diamond Grace." Applejack said as she floated down towards her alongside her sister. "Still seducing others into doing your dirty work?"

"B-Bekka! W-what a surprise!" Diamond said with a panicked look in her eyes. "I-I wasn't expecting to see you here! I thought that Equestria w-was New God free! S-silly me!"

"Well Ah'm in a pretty forgivin' mood right now, so Ah'll make this simple." She said before pointing her sword at Diamond. "Take your army and leave or else things get ugly."

"...L-LASHINA!" She shouted. "LASHINA GET OVER HERE! WE GOT A PROBLEM!"

A boom-tube opened up behind Applejack and Lashina immediately ensnared her arms, sending powerful shockwaves through her body to stun her.

"Oh I've been waiting for this!" She smirked before yanking her into the portal as is closed.

"SIS!" Barda called out before glaring at Diamond, only to notice she had opened up a second boom-tube... and two familiar figures stepped out.

The first one was a large muscular mare with a light pink mane and magenta mane. She wore a yellow helmet with a black visor, a large red and yellow jumpsuit adorned with red shoulder pads, a yellow breastplate, as well as a short yellow cape, a black belt and large yellow gloves and boots.

The second one was a pale coated mare with wild red hair going down to her shoulders and pink eyes. She wore a silver metallic headband, silver shoulder pads, gauntlets, vest, along with green pants and leggings.

"Stompa, Harriet! Take her out!" Diamond commanded

"Yer a coward!" She shouted at her. "Yer a damn coward Diamond!" Barda aimed her scepter at her. "Ah ain't even wastin' mah time on the other two!"

"You say that like you actually have a choice!" Stompa shouted as she slugged her while Harriet leapt over her and attacked from behind.

…only to be blasted aside by Black Manta as he leapt out of the shadows. "Now, now, girls. Two on one isn't really fair!"

"What the... what sort of strange warrior is that?!" Harriet demanded as she saw Black Manta crack his neck.

"Name's Black Manta. Guardian of Atlantis... oh and half sea pony." He said as he pulled the two hits from his back.

"That... is the STUPIDEST name I've ever heard." She stated before extending her claws and lunging at him.

"Big talk coming from someone who looks like she should be in the loony bin!" Manta retorted as the tattoos on his body started to glow and twin blades irrupt it from the hilts he was holding.

"...okay, THAT is cool." Stompa said as she was blasted by Barda's staff.

"Pay attention in a fight! Ah can't BELIEVE they let Y'ALL be furies. Where was the threat level? Lashina's about the only one Ah'm worried about right now."

"Rule one about combat: remove the biggest threat first!" Diamond stated as Stompa got up. "Lashina would tear you apart anyway, her time is best suited taking out your sister! Stompa is more than a match for you!"

As if to prove her point, Stompa slammed her foot onto the ground, creating an earthquake the shook the entire island.

Barda stumbled a bit before she aimed at Stompa's legs. "Let's see how good ya are at stompin' on a stub!" Barda yelled as she fired a beam at her legs.

Thanks to her natural durability, Stompa was able to tank both blasts without losing her limbs. However the force of the impact was still enough to stun her and bring her to her knees. Looking up she quickly caught Barda's Mega-Rod inches away from her face.

"Good bye." She said coldly as she she fired the laser at her head and sent her flying into the air.

* * *

On the opposite end of the island, Applejack continued her battle with Lashina. Using her sword to counter her electric whips whenever she could, sadly was coming increasingly difficult with the various Parademons swarming the island.

"Just give it up, traitor!" Lashina taunted as she flew around her, striking her blindsides whenever she could. "This island will fall to us, and and the rest of the planet and will follow!"

"Ah never expected what mah family did! Ah wanted actual peace!" Applejack said as she slashed Lashina's whips at different intervals whenever she could. "Ah'm sorry that we deceived y'all... but this... THIS IS INEXCUSABLE! This world did NOTHING wrong to Apokalips!"

"Do your honesty think we care?!" Lashina retorted as two more Parademons lunged at the New God only to be cut down. Seeing an opportunity she wrapped one of her whips around her opponent's arm while she was distracted and shocked her mercilessly. "After your betrayal there's practically no where on Apokalips to hide. We need a new planet to start our rebellion, regardless of its prior inhabitants!" She gloated, relishing in her opponents anguished screams. "And once we've subjugated every last living creature here we will wage war against New Genesis and restore glory to our former planet!"

Before she could continue however, she was ensnared by a glowing and thrown into one of the Paradeamons.

Looking up, Applejack saw Princess Flurry Heart hovering above her with her wings spread wide, she now wore a red bustier held up by a brace of silver resembling a falcon, a silver belt, blue briefs with a star on each side, silver bracelets around her wrists with blue sleeves that went up to her elbows, and blue knee-high boots with a white stripe on the front side.

"Need some help?" She smirked.

"Thank ya Flurry." Applejack said as she got up and cracked her neck. "Ah was starting to get put on the ropes here."

"Well now that just isn't right." Flurry said. "Who's the stranger in the VERY bizarre outfit?"

"Really? She's a Royal Guard? She'd hardly pass as a harlot." Flurry Heart said as Lashina growled.

"HOW DARE YOU! I AM ONE OF THE BEST OF THE FURYMARES! MY PRESENCE ALONE HAS BROUGHT NEW GENESIS SOLDIERS COWERING TO THEIR KNEES!"

"Adorable." Flurry smirked as she drew her own sword. "But your boasts mean nothing to a Crystal Amazon!"

"I WILL SLASH YOU TO PIECES!" Lashina shouted as she used her whips to try and cut into Flurry who dodged at the last second.

"Really that's your best? My mother's faster than that!" Flurry taunted as she darted around her, deflecting her sharp whips with her sword.

Applejack quickly joined her after decapitating another Parademon, quickly striking after Flurry deflected her whips. The two soon started taking turns attacking Lashina, the moment one whip was countered one of them would rush her, forcing her to block with her remaining whip, forcing her onto the defensive.

"YIELD LASHINA!" Applejack yelled as she grabbed her. "YA ALREADY LOST! DON'T MAKE THIS HARDER ON YOURSELF!"

"I. WILL. NEVER. YIELD!" Lashina screamed as she quickly took to the air. "As long as I live I will fight to restore Apokalips to its former glory!"

"It's LOST it's glory Lashina!" Applejack shouted as she flew after her. "There's no glory in defending a doomed world! Yah can't-wait, who's screaming?" She stopped in mid-rant as a loud scream echo throughout the battlefield... a scream that was getting closer.

"Her, I think." Flurry stated, pointing to the left.

Following her line of sight, the two New Gods saw a familiar figure flying through the air... straight towards them...

...or more specifically, Lashina.

"That looks like... Stompa-OH SHIT!" The Pegasus screamed before the behemoth crashed into her, creating a huge dust cloud upon landing and shaking the island again.

"... ouch." Applejack winced before turning to the Princess. "Hey Flurry, uh... Ah think mah sis needs some help. Think ya can meet me over there?"

Flurry smirked. "I'll try, but I need to cut down more of these demons… and make sure none of my sisters harm one another. I know for fact that they'd never forgive themselves, brainwashed or not."

"Ah understand." Applejack said as she opened up a Boom-Tube. "Stay safe Princess." She said as she traveled through the Boom-Tube.

* * *

Featherweight was seriously getting tired of this weirdo, no matter how many times he smacked her around she just kept getting up with that creepy smile on her face.

Worse, he was starting to tire out.

"Oh this... this isn't going to end well..." He said as he got kicked in the chest and sent backwards a bit. "Ouch."

"What wrong? Don't wanna play anymore?!" Harriet cackled madly as she leaped around him. " 'Cause I'm just getting warmed up!"

"No I'm just about sick of your smug smile." Black Manta said as he slowly got up. "And I hate bad guys like you... you think you're so high and mighty... just because you're a borderline god? I got news for ya... you're NOTHING. Just another jumped up punk in a WEIRD ass suit."

Harriet stopped for a moment, tilting her head. "That cuts deep man... real deep..." She said in a surprisingly somber tone... only for her head to twist at a VERY disturbing angel (to the point where her head was literally sideways) as she smiled maliciously. "...BUT I CAN CUT DEEPER FISHY-BOY!" She screamed as her claws extended once more and she lunged at her opponent.

"I wasn't saying it to be deep." He said with a smile as he blasted blasted her point-blank. "I was distracting you ya dumb bitch."

Harriet was flung into one of the trees with enough force to snap in half. Just as she lost consciousness, a Boom-Tube opened up as Applejack stepped out. "Wha'd Ah miss, and where's mah sister?"

Barda approached the two, dragging Diamond Grace across the ground. The New God was in pretty bad shape, her body was covered in several bruises and she had a very noticeable black eye... not to mention she was missing some teeth.

"WOW. You did NOT like her did you?" Manta asked with a slight chuckle.

"Her voice was getting on mah nerves..." Barda mumbled as she threw her to Applejack's feet. "Ah'm assuming y'all took care of the rest of them?"

"Well yah ain't wrong sugar cube." Applejack said with a big smile. "Now what do ya think we should do fer the rest of her army?"

"We need to find a way to get them all off the island." Manta said as he turned his attention to the Empire. "And considering the fact that they've practically overrun the place..."

"Hey sis... Ah got an idea." Barda said with a big smile on her face. "Ah always kinda wondered what would happen if two Boom Tubes were opened at the same time."

Applejack gave her sister a flat look. "Wow, so transparent." She scoffed before lifting her sword. "If we're going to pull something like that off we need to make sure none of the citizens are dragged into it." She stated as she casually stepped over Diamond Grace's body. "Since sleeping beauty here is out for the count, that should mean that..."

Before she could finish, and angry scream echo throughout the empire as another Parademon Landon not too far from them with a sword sticking out of its head. Aresia, now free from Diamond's control, immediately landed on top of the preacher and yanked the weapon out of its head.

"THAT WAS FOR MAKING ME ATTACK MY FAMILY MONSTERS!" She shouted as she then sliced off the creature's head. "FOR THEMYSCIRA!"

"Good tah know the back tah normal..." Applejack said as she approached her. "Listen, we got a plan tah take out the whole army, but we need y'all tah round up the remaining Parademons, think ya can do that?"

"With pleasure battle sister!" Aresia shouted as she flew out to help her sisters round up the other demons.

"Dang... not one bit of recognition." Black Manta said with a bit of sadness.

"You managed to bed the princess." Barda smirked. "I don't think you have much to complain about at this point."

"Fair enough." Manta shrugged. "Plus you two have a busy time ahead of you."

"So do you!" Flurry called out as she landed before them, giving Manta a coy smirk. "If we need to round up all of those demons then we are going to need your little "gift" as well… And I know the perfect place to use it..."

"Show me the way." Manta said smiling under his helmet before looking at the two New Gods. "You two are going to LOVE what comes next."

The two sisters glanced at eachother before flying towards the castle where most of the fighting was taking place. "Alright, we gotta time this perfectly..." Barda said as they slowly charged their respective weapons…

* * *

Down below, numerous Amazons had broken free of the spell and were now taking vengeance upon the demons that dared to invade their home, with their Queen leading the charge.

"ATTACK THE INVADERS MY DAUGHTERS AND SISTERS! LAY THEM LOW FOR DARING TO DESTROY OUR HOME!" She shouted as they started to push them back. Flurry Heart soon arrived and decapitated one Parademon.

"Mother! The New Gods have a plan to get rid of the invaders in one fell swoop! But I need you to have our forces retreat into the castle!" She explained.

"What?! Why would we need to do that?!" The Queen asked, baffled by this new info.

"Because for our plan to go smoother we need him!" She stated, pointing to Manta.

"... him?!" She shouted.

"Mother... if you're going to-" Whatever Flurry was going to say next was lost by what she saw... her mother smiling.

"That is an excellent strategy daughter! Amazons! Retreat to the castle!"

Manta blinked behind his mask as the Amazons obeyed their Queen. "Huh, thought there'd be a little more arguing... not that I'm complaining..." He said as he turned to the approaching Parademons "Alright you demonic scumbags! Let me teach you a little lesson..."

He spread his arms, mentally bending all the water within the castle to his whim, and with one single most and he thrust his hands forward forcing several compressed streams of water to burst through the castle walls and blast the Parademons back.

"DON'T FUCK WITH A WATERBENDER!"

He smirked as he turned to face them... and they all looked at him with a confused look on their faces. "... just know it was a clever remark." He said while groaning. internally. 'Waste of a perfectly good quip.'

Flurry playfully nudged Aresia and gave her an arrogant smirk. "I'm hitting that."

Aresia groaned. "CAN YOU NOT?!"

The Queen rolled her eyes. "I just HAD to let Goddess Cadence bless her when I made her…" She mumbled

* * *

"Focus… focus…" Applejack chanted as she and her sister crossed their charging weapons in and "X" symbol.

"Alright... almost... GOT IT!" Barda shouted as her staff was finally charged and so was Applejack's sword.

The two immediately distanced themselves from each other and pointed their weapons at one another, immediately a bolt of electricity crackled between the two weapons and started swirling in a circle before becoming one massive boom tube.

* * *

Seeing the massive hole in the sky opening up, Manta immediately threw his hands upwards l and summoned the water back to the castle before forming a dome around it.

Unknown to everyone however, a small trickle of blood started to leak from his nose…

* * *

"Come on... just a little closer y'all" Applejack said as the demons started to get sucked into the dimensional tear in the sky. "ALRIGHT THEY'RE GOING THROUGH! JUST HOLD ON BLOOM!"

"AH'M TRYIN'!" She shouted as she struggled to keep the portal stable. As the army was sucked up saw as least two of the Furymares getting pulled into the portal, Diamond Grace and Mad Harriet, both of whom were still unconscious. Looking down she saw Lashina holding onto Stompa with her whips as the bulky Furymare dug her hands into the ground. Unfortunately for them the gravitational pull of the portal was much stronger and she was eventually pulled of the ground.

As they flew towards the portal Lashina glared daggers at Barda. "Don't think for a second that this is over Barda! We're not done with you! We'll get out of this and when we do-!" Was all she could say before she entered the portal.

"They ain't gonna do nothin'." Barda said with a smirk as they closed the portal up. "Thanks fer the help sis."

Applejack simply embraced her sister. "Ah really missed this, us fighting together…"

"Yeah... A-Ah'm so sorry Bekka... y-you were right... w-what we did was wrong." Barda said as she hugged her back.

"Ah'm glad at least you see that..." She whispered as they descended to the ground below as the water dome surrounding the castle dissipated.

* * *

Inside the castle, Manta threw off his helmet as he fell to the ground coughing. "A-anyone... a-anyone got water?" He asked with a dry voice. "I-I kinda need it."

Flurry quickly ran to his side. "Oh sweet mother of-"

"Good news everyone!" Barda said as the two sisters entered the castle. "The invasion is ov-"

"YOU. OCEAN. PORTAL. NOW!" Flurry shouted as she pointed to the weakened Featherweight.

"Whoa what happened to him?" Barda asked as she looked at him.

"OCEAN. PORTAL. NOW!" Flurry yelled again and instantly Barda made one for him.

Wasting no time Flurry hurled Featherweight into the sea, tossing his helmet in as well. "Whew, that was close... ok, close it!"

"Wait, what?" Barda asked in confusion. "Why-"

"Later Flurry!" Featherweight called out as he put his mask on before diving underwater and out of sight.

Barda just looked confused as the portal closed. "Just... what was that about?" She asked Flurry Heart who just sighed in relief.

"Save for a few small cups, he's been deprived of large doses of water for a while, after that stunt he pulled keeping us safe he needed a good soak." Flurry explained as the portal closed.

"Well that's... good he got some then." Applejack said but like her sister she had a confused look on her face. "Sorry just sometimes this world has a ton of surprises."

"Indeed it does..." The Queen stated as she approached the two, and much to the shock of everyone...she bowed. "But the most important thing is that you saved our island, our home, and for that I thank you from the bottom of my heart."

"Just take the praise." Flurry chuckled as the rest of the Amazons bowed as well. "Trust me, it takes A LOT to get this kind of respect from her!"

"Oh well... thanks." Barda said with a shy smile. "A-ah mean it's nothing Ah really deserve but... Ah'll take it."

* * *

Later on the beach, Barda sighed as she watched the sunset. To say it had been a rough day would be an understatement. After the invasion had been stopped the Amazons waisted no time rebuilding their homes and mending the damage done by Diamonds forces.

While she'd willingly helped out, there was a small voice in the back of her mind asking one simple question… a question she didn't know the answer to:

What now?

"Somethin' botherin' ya Barda?" A familiar voice asked as Barda turned around and saw her sister with a smile walking up to her.

"Ah'm just... thinkin'..." She stated as she sat down. "Everything's just going so fast… and now, Ah'm not sure what tah do with mah life..."

"Well... Ah've got an idea." Applejack said as she patted her back. "Ya could stay. Hide yer Boom Tube trace like Ah did. Try and remember what it meant to be good and just."

Barda stared at her sister, conflicted and uncertain. "D-do yah think they'll accept me? Ah mean, they know mah history..."

"Even if they don't? Ah will... and Ah'd welcome you back to the Watchtower no matter what." AJ said as she hugged her.

"Thanks sis." She smiled as she broke the hug and got up and turned towards the castle. "Well, here goes nothing..." She took a deep breath before flying off.

"Ah hope for the best fer ya sis." Applejack said with a smile on her face. "Ah'm sure y'all do just fine."

* * *

Meanwhile in Apploosa, Harley sighed as Braeburn treated her wounds. "Stupid boomerang throwing jerk..." She groaned.

"Thought you were friends with him?" He asked her.

"Well... I tolerated him personally." She said while rolling her eyes.

"Any reason you think he wanted Strongheart dead so badly?" He asked he wrapped a bandage around her arm.

"I think I can answer that." Batmare said as she entered the room, wiping the blood off her mouth.

"Did you eat him?" Harley asked with a disappointed look on her face. "Aw Bats I could've fed you!"

"You're injured, I'd rather not risk it." She stated bluntly before sitting down. "Besides, we're going to need you at 100% strength if we're going to be remotely ready for the rest of them..."

"Them who?" Braeburn asked in confusion.

Batmare's eyes narrowed behind her mask. "Task Force X."


	13. Trial and Error: Tea Party Intrusion

"Now that was an amazing show!" Spike chuckled as he walked down the street alongside Pound and Pumpkin Cake. Not long after joining the circus, their travels had taken them to Las Pegasus, where they'd been hired to perform for Ponet Fantastique. Needless to say, their show was already the main attraction!

"Nah Spike you were the bomb today!" Pumpkin said enthusiastically.

Spike merely blushed. "Well I mean... I think I did okay but I have shape shifting powers guys. You're just normal ponies! No way I should be able to pull off the stunts you do!"

"You really need to stop selling yourself short." Pumpkin stated casually as they exited the casino. "I mean, sure we've been doing this longer, but you really put us on the map!"

"Not to mention you're-WOAH!" Pound yelped he accidentally bumped into someone. "Sorry ma'am-"

"Watch where you're going, twerp!" The Orange-named mare snapped as she stormed past him with two more ponies.

"Jeez what's her problem?" Pumpkin said with a snort. "That was just rude on so many levels."

"You're telling me." Spike said with a glare. "They just marched by him like they owned the place."

"Yeesh, this is why I prefer stallions." Pound scoffed before giving spike flirtatious look. "Speaking of which…"

"Pound, no." His sister stated firmly.

"Aww…"

Spike however, seemed more focused on the three figures. There was something… "off" about them. "Hey guys... I'll catch up. I'm going to see what those three are up to." Spike said as he turned to them.

"Those three? They don't look like much..." Pumpkin mused as she watched them leave before giving Spike a coy look. "You sure you don't have your own reasons for following them?"

"Trust me I don't." Spike said as he left to follow the three.

Pound just groaned as he saw him leave. "Why did he have to leave with the outfit on? He has such a tight-"

"Dial it back, Sir Flirts-A-Lot!" Pumpkin sighed and she dragged her brother off, rolling her eyes and annoyance.

* * *

As the three made their way deeper into the casino, Spike took a form of a mosquito and slowly flew after them. Eventually they entered a restricted area while no one was watching. At first Spike assumed that the camera would pick them up, however the lead mare placed her hand on the wall and let loose and odd pink pulse of energy, temporarily disabling said camera as they slipped into to the room.

"Alright girls, remember the mission." The leader said with a smile. "Time to earn triple our pay from when that bitch X stole our own heist."

"No need to remind us..." One of them shivered as she removed her hood, revealing her purple mane and pigtails. "The last thing we need is the Headmistress "disciplining" is again..."

"SHUT IT!" The other one snapped with fear in her eyes. "Just… never… mention that. Ever. Again." She shivered as she removed her hood and donned her mask/cowl, her blue mane poking out the back.

 _'What are they talking about?'_ Spike wondered as he took the form of a spider and crawled closer.

"Look, let's just focus and get this over with." The leader said as she took her hood off, revealing her long, bushy mane. "The faster we do this, the faster we get the prize and NOT punished."

One of the mares pulled out a device that displayed the hologram of a staff of some sort. "Just remember, our "benefactor" needs this device..."

As Spike observed the hologram, he couldn't help but feel an odd sense of dread while looking at it. _'Where have I seen that thing before…?'_ He thought to himself as he narrowed his eyes.

Just then, the leader's wrist communicator started glowing. "It's the boss!" She exclaimed, getting everyone's attention.

Spike narrowed his eyes as he took the form of a fly again and flew towards the blue one, landing on top of the mask just out of sight. _'Ok, let's see just who you're working for...'_

Sonata then typed in a few things and instantly a hologram of a strange hectagon with an H in it's center appeared. Spike's eyes widened at that... he knew exactly what that stood for. Kobra's rival... HIVE.

"Jinx, Dusk, Gizmo, I assume you've already made it to the casino?" A female voice called out, the stern tone of her voice indicating that it was more of a statement than a question.

"Y-Yes Ma'am!" Jinx stuttered in fear. "The security systems have been hacked and we're searching for the artifact right now."

"About time you did something right." The voice said with a growl. All three shivered at that and even Spike felt a slight chill. Whoever this was he knew that she meant business.

"Now be sure to plant the tracer in Glademane's office before you leave. I may need some... leverage for later..." The voice continued. "Now get back to work and DO NOT fail me." She stated firmly before the communication shut off.

Dusk sighed. "Jeez, that woman is scary!"

"A-anyways you heard her Dusk. Go plant the tracer in... Glad whoever's office." Jinx shivered.

"Right." She nodded before melting into the shadows… and taking Spike with her.

* * *

Back at the remains of Kobra's former base, a mechanical figure burst out of the rubble. The machine soon began sparking as it began scanning the area around it. Trying to search for something. [Scans indicate that the subject is not in the area.]

[Scanning... Scanning...] The exclaimed as it started searching the area... until it found a DNA sample; green feathers. [Data scan complete. Tracking subject; Changeling's last known location...]

And with that it took off towards the mountains, towards it's new objective.

* * *

Meanwhile, Dusk was just outside the main room and smirking, a pair of doors blocked her path but she easily passed through them through the shadows.

"Top-notch security this place has…" She mumbled sarcastically as she pulled out the tracer. "Now it's time to-"

"Yoink!"

She was immediately cut off when a long pink tongue snatched it out of her hand. Looking up she saw a green chameleon stuck to the ceiling. "What in the-" She started to say before the chameleon started crawling off into a vent and… did it just CHUCKLE? "You get back here!" She snapped as she shifted into the shadows and created a portal to the next room.

Just as Spike exited the vent, he found the mare waiting for him. "Gimme that!" She shouted before lunging at him.

"How about I don't and just leave?" Spike said as he shape shifted into a bird and started flying off.

"Wait, did that thing just-" Dusk shook her head and darted after him. She was NOT going to fail because of some weird, shape-shifting rodent!

However Spike was getting to a good head start. "It's like you're not even trying!" He shouted at her as he got near the exit. Just a little more... and he'd be out to freedom.

"Oh no ya don't!" Another voice shouted as a mechanical claw burst out of the door and slammed into him, reverting him back to normal and sending him flying across the hall.

"Where'd you come from?!" Dusk asked as Gizmo exited the staircase with three mechanical claws extending from her backpack.

"The tracer we were tracking was moving away from the office, we assumed you botched the mission and someone found it." She scoffed as Spike got up.

"Ow... okay ow that hurts." Spike said as he tried getting back up. "I mean seriously... OW." He groaned as he tried shifting into another form.

"Don't move, freak!" Gizmo glared as two of the claws reassembled into ray guns. "Unless of course you want to be a steaming pile of ash..."

"Oh wow. Like that's the first time I heard THAT threat." Spike growled as he closed his eyes. He concentrated... tried to focus... tried to find the smallest possible thing he could become that could escape this.

Suddenly, several cards were sent flying past the two, each one landing on the walls, ceiling, and floor of the hall. Before the two could question what was going on the entire hallway transformed into what looked like a giant table with various treats and teacups.

"What the hell?!" Dusk exclaimed as Gizmo looked around in panic.

Suddenly, a familiar figure landed next to Spike. She had a long pink mane, wore a dark purple kimono that tied around her waist, where its length stopped just above her knees, black knee-high boots, and a dark pink mask, resembling a cat's head with purple stripes and a wide grin.

"You just can't stay out of trouble, can you Beast Boy?" Cheshire snarked.

"I was doing fine Chesh." Spike groaned as he got back up and turned into a raptor. "Let's just get out of here before the bad luck girl shows up." He told her causing Cheshire to look at him confused. "There's one that literally causes bad luck-look can we talk about this later?"

"Right... Jā-ne~!" She smirked behind her mask before throwing down a smoke bomb, engulfing the entire hallway with a thick cloud. By the time the smoke cleared and they were gone, leaving the two thieves stuck in an illusion.

* * *

"Oh that was a close call." Spike said as he walked back with a normal pony whose only indication she was Cheshire was her outfit. "Again. I can't thank you _enough_ Mrs. Cake." He smiled, causing her to chuckle a bit.

"Oh Spike, you're family. Of course I would come to your aid." She smiled as she gently ruffled his mane... before giving him a flick on the forehead, "But what were you thinking going up against those two alone?! If Pound and Pumpkin hadn't told me what you were up to-"

"I could've gotten out." Spike pouted as they arrived. "Is uh... is Mr. Cake mad at me? I mean I know he doesn't like it when I stay out but is he like... blowing steam out his ears mad at me?"

Mrs. Cake simply rolled her eyes. "All he knows is that I had to borrow is playing cards for something." She stated as they entered their hotel room where Pound and Pumpkin were waiting. "Right now he's in the middle of a meeting with Glademane."

"Alright." Spike said as he saw the two. "Hey guys!" He said as Pound and Pumpkin tackled him with a hug. "OH LORD ABOVE WHY?!" He screamed as he fell to the ground.

"We were so worried when you didn't come back!" Pumpkin shouted as she hugged him closely. "What happened? Did they hurt you?!"

"Nah... well not too badly." Spike said as he rubbed his head. "I got out fine in the end though."

"With a little help I presume?" Mrs. Cake asked with a coy smile.

Spike sighed. "Yeah, you mom got me out of a jam-POUND STOP GROPING ME!" He snapped before turning into an ferrite and slipping out of their grasp.

"Well you're just a party pooper." Pound said with a pout. "I wasn't even grabbing that hard."

"STILL! THE POINT STANDS YOU WERE GROPING ME!"

"Sweetie, you know I have no qualms about your preferences..." Mrs. Cake reassured Pound... before smacking him upside the head. "But for Faust's sake have some sense of personal space!"

"Sorry... sorry." Pound said with a frown but then smirked at Spike with a wink.

"A-anyways... where was I?" Spike asked as he tried to find SOMETHING to change the subject.

"So… what exactly were those women up to?" Pumpkin asked, trying to get over the awkwardness of the situation.

"Oh they were stealing... something." Spike said as he sat down on a chair. "Some kind of staff or something I think."

"Ah yes, the Staff of Sameness..." Mrs. Cake said, getting everyone's attention. She immediately held up a familiar looking device that displayed a hologram of the staff in question. "Right before we left I snatched this off of the pigtailed one."

"...well that's a lame sounding name for a staff." Spike said as he looked at the staff. "I mean why name it that? Why not the Staff of Equality or the Nullifier? Those sound at least SOMEWHAT menacing."

"The fact is that this staff is rumored to hold powerful dormant magic, so whatever those three wanted it for can't be anything good." Mrs. Cake stated as the hologram shut off.

"We need to find Glademane and warn him before it's too late!" Pumpkin stated.

"Or, OR... we can do it ourselves and just smash it." Spike said as he held out his hand and a worried look on his face. "I mean seriously... I like you guys but I don't trust Gladmane. He seems... I dunno. He seems really underhanded and jack ass-ish, I'm just saying."

Mrs. Cake scoffed. "Honey, I know a false smile when I see it. I've felt with ponies like him before, but we can't just-"

Immediately the alarms went off as the lights started flashing red.

"Well, looks like our decision's been made for us…" Pound smirked while Spike put on his old mask.

"Well then, let's do this!"

* * *

"Honestly, you two can't do ANYTHING right!" Jinx snapped as the trio burst out of the vault carrying the staff.

"Oh like you could do any fucking better. Where the hell were you anyways?!" Gizmo yelled at her as she pulled her mask off. "Seriously me and Dusk nearly get creamed by some cat-mask assassin and you're nowhere near us to help stop them! Oh but at least you get some stupid pride trip from it don't you huh you bitch!"

"I was making sure those cameras stayed off you incompetent wench!" Jinx fired back as several guards blocked their path with their guns drawn. Dusk immediately melted into the shadows as Jinx let loose a powerful burst of energy and three mechanical claws emerged from Gizmo's backpack and started firing.

Dusk appeared behind them and quickly disarmed the ones not hit hit by their blasts before pushing them into the line of fire to make them easy targets.

"See? THIS is team work!" Jinx shouted as she blasted a few other guards with a dark laugh. "This is how you do things!"

"That's enough of that!" Pumpkin called out as she and her brother dropped down from above, kicking Gizmo and Jinx in the back of the head. Cheshire dropped down behind Sonata and started swiping at her with her sais, forcing her to retreat back into the shadows.

Slithering out of a nearby grate in the form of a snake, Beast Boy took the opportunity to snatch the staff from Jinx and immediately morphed into a hawk, flying towards the window.

"STOP HIM!" Jinx shouted as she tried to blasted at him. "WE'RE NOT GOING TO FUCKING RUIN THIS NOW BECAUSE OF SOME SHAPE SHIFTING BASTARD!"

"I'm on it!" Gizmo shouted as two rocket boosters emerged from her backpack and she flew after him... unintentionally taking Pound with her as he held onto her leg.

"Woohoo-I mean, slow down!" He screamed as she followed him out the window and up towards the roof.

"ROUND TWO YOU SHAPE-SHIFTING FREAK!" Aria shouted as she chased after Beast Boy. "AND THIS TIME I'LL BE SURE TO REDUCE YOU TO NOTHING BUT ATOMS!"

"So, you wanna dance huh?" Beast Boy smirked as he landed on the roof. "Then let's do it!"

The moment she reached the roof she threw Pound off her and pressed a button on her belt. Suddenly several parts other suit began to grow and expand around her. "Fillies and gentlecolts, introducing for the first time my latest and greatest creation!" The Integrated. Neural. System. Techno-Intelligence. Gyroscopic. Atomic Tactical. Organic. Robot.! Codenamed: The I.N.S.T.I.G.A.T.O.R.!"

As the transformation finished, she was completely engulfed in what looked like an oval-shaped robotic suit with a cockpit where the "face" would be.

"Oh fucking come on!" Beast Boy yelled as Pound landed next to him, the two quickly darted out of the way as the I.N.S.T.I.G.A.T.O.R. nearly crushed him while Gizmo laughed insanely.

"You won't win this time you freak! I'm in the superior weapon! I AM THE WEAPON! NOW DIE YOU ABOMINATION!"

"Bring it on!" Beast Boy let out a roar as he immediately took the form of a scorpion with a cobra head in the place of its tail that was the size of a lion. "Let's tango!" He shouted as he leaped towards her, latching onto her arms with his claws and attempting to strike her with his tail… only for it to bounce off of a shield surrounding the cockpit.

"...you know what? Fuck it. I'm going to kill you here and now." Gizmo said as she grabbed him and summoned a laser gun and put it to his head. "This is fucking payback."

Beast Boy's eyes widened in fear before turning to Pound. "Take the staff and run Pound!"

"But you-"

"JUST DO IT!"

[TARGET ACQUIRED, COMMENCING DEFENSE PROTOCOL!] A new voice called out as a figure descended from above, with blinding speed it sliced off the laser arm.

"NOOOO! MY MACHINE!" Aria shouted as she looked at her arm that was now weaponless. "WHOEVER DID THAT IS GOING TO PAY DO YOU HEAR ME?! PAY!"

[YOU ARE A THREAT TO MY OBJECTIVE. YOU SHALL BE EXTERMINATED!] The figure stated firmly as it landed in front of Beast Boy. It had the form of a robotic mare with a white coat, and its mane was divided into two colors; light purple and pink.

"... OH SHIT! EVERYONE GET OUT OF HERE! THAT THING'S A WEAPON!" Beast Boy shouted as he morphed into a bird and tried flying away from the war machine.

"What do you mean by-"

Suddenly an explosion erupted from the staircase as Cheshire and Pumpkin were sent flying into Beast Boy and Pound.

"You two are getting on my last nerve!" Jinx snapped as she and Dusk rose from the shadows, her body engulfed in pink energy.

[WARNING: NEW THREAT DETECTED!] The figure stated as it transformed an arm and aimed it at Jinx and without a second thought charged up a cannon and a discharge of plasma was fired off towards her.

"What the-WOAH!" Jinx screamed as Dusk tackled her out of the way and dived back into the shadows.

Gizmo, taking advantage of this distraction immediately replaced used her remaining arm to fire a rocket at her from behind. However, the robot's free arm grabbed the missile and then crushed it like it was nothing but paper. It then turned back to her and summoned a sword from it's right arm and slashed the suit's legs.

"Get away from her you BITCH!" Jinx shouted as she fired another pulse of energy at her, stalling her enough for Dusk to yank her out of the cockpit and flee into the shadows once more.

"OK, who is that and how do you know her?!" Pound asked as he lifted his sister onto his back.

"THAT IS A DAMN WAR MACHINE BUILT TO DESTROY EVERYTHING IN IT'S PATH!" Beast Boy shouted as he stared at it in horror. "I-I thought it was dead... Robot Mare... she... she and Nega they... they died..."

"C-Calm yourself Beast Boy..." Cheshire gasped as she picked herself up. "D-Do not falter, my son." She stated as the robot took to the air and fired several lasers down upon Jinx, who quickly leaped out of the way and fired back another energy blast.

Suddenly, Dusk appeared behind her and immediately wrapped her cape around her before she could react and vanished into the air.

"Whew! That's ONE nuisance taken care of..." Jinx sighed as she turned her attention to Beast Boy, Cheshire, Pound & Pumpkin. "Now then, how about you handover that staff…" She smirked as Sonata reappeared next to her, and Aria flew up behind them.

"... or how about this you bitch. Fuck. You." Pound Cake growled as he lifted the staff over his head and brought it down on his knee... snapping the staff in two.

There was a deafening silence between the two groups as the trio stared at the broken staff. Jinx's eye twitched as she glared at the group with murderous intent. "KILL THEM ALL!" She screamed in rage as she fired a massive bolt of energy at them.

...however, the robot returned and blocked the blast with a giant green shield that deflected it back at her feet, which caused the ground beneath them to start cracking.

"Oh son of a BIIIIIIIIIITCH!" Jinx screamed as she fell off the roof. Dusk quickly flew down after her while Gizmo gave the group a nasty glare.

"This isn't over!" She said before flying down as well, vanishing into Dusk's cloak along with Jinx and Dusk herself.

"... damn Pound." Beast Boy said as he looked at the staff. "I mean... did you snap it hard enough to erase the magic from it?" He asked his brother as Pound looked at the staff.

"...I think it's just a stick."

Everyone blinked as Cheshire picked up both parts of the staff. "Yeah, this is a total fake."

"Wait, so we went through all that for NOTHING?!" Beast Boy groaned… only to notice the robot approaching him. "GAH! Y-YOU STAY BACK!"

To his surprise however… the robot bowed to him. [I await your commands.] It said in a calm tone.

"...wait, what?" He asked as the robot stood up and looked at the others... and summoned a blade.

[SHALL I TERMINATE THE POSSIBLE THREATS?] The robot said in a cold tone as it started walking to them.

Beast Boy immediately jumped in front of her. "NO! NO! I-um, uh… stand down!" He stuttered. The robot immediately stopped in its tracks and bowed once more.

"So… this thing thinks you're its master?" Pound exclaimed as he walked towards it.

"So... what do we do with her?" Pumpkin asked as she got off her brother's back. "I mean. It only seems to listen to you..." Before anyone could respond however, they heard several police sirens in the distance. "...maybe we should get out of here first..."

"Yeah good idea. Um... robot. Take us back to the hotel where these three live." Beast Boy ordered. The machine looked at the three others and started scanning them and searched it's databanks for where they might be living at the moment before finding the hotel.

* * *

Adagio, Sonata, and Aria walked into the main office, nervously taking off their masks and looking around as they approached their boss' desk.

"We… we're sorry Headmistress..." Adagio said as she and her comrades kneeled before her. "We tried to obtain the staff but we were… intercepted by another group, they destroyed it and-"

"Oh, stop your groveling." The Headmistress snapped as she got up. "I already knew you'd fail. That's why I sent a more competent student to get the real staff."

Adagio, Sonata, and Aria looked up in shock. "W-What?" Jinx stuttered, feeling like she'd just been slapped.

"You heard me. I have someone else retrieve the true staff. You three were simply diversions." The Headmistress said as she raised a hand and snapped her fingers. "And she's proven far more competent than you three."

Before any of them could retort, a lone figure dropped down from the ceiling. She wore dark gray armor with black greaves and gauntlets, a mask obscuring most of her head save for her red and yellow hair, the left half of her mask was completely black, while the right side was dark orange with a single eyehole. She also wore a utility belt with several pouches, and twin-swords on her back. In her hand she held the real Staff of Sameness.

"You've done well, Ravager." The Headmistress smiled as she took the staff. "Your father would be proud."

"My father wouldn't have done this... and I only owe you a debt." Ravager said with a monotone voice as she turned towards the other three. "These are three you told me about?" She asked her.

The trio froze as they met her gaze, at the moment they felt like she was silently judging their every move, like if they so much as twitched they'd be dead before they hit the floor...

"Yes, though sadly their performances have been… lackluster as of late." She scoffed, snapping them out of their fear stricken state.

"Hey now that is uncalled for and unfair!" Adagio shouted at her with anger in her eyes. "Okay I admit our encounter with Red X could've gone better but are you seriously telling us that we could've beaten a shape shifter, three thieves and one of which is a damn assassin, and a fucking cyborg?! I should've done this sooner!"

A split second after she said that, the Headmistress' eyes glowed ominously, forcing Adagio to the ground as she screamed in pain. "Hold your tongue, Adagio." She stated firmly. "You were taught to think on your feet during a mission and be prepared for various outcomes, how can I expect you to handle a mission properly if you can't even handle one thief?"

"Maybe... if your teachings... were... less... shit... GAH! MY HEAD!" Adagio shouted as she grabbed her head and yelled in pure pain. The Headmistress growled and let up from the pressure and turned to the other two... who were unable to say anything. "And what do you two have to say for yourselves?" She snapped as Adagio fell to the floor, unconscious.

Sonata instinctively hid behind Aria who quickly took a step back. "We... w-we won't argue Headmistress." Aria said nervously as she looked at Adagio and gulped.

"Good, now take her and leave, I'll have a more fitting punishment for her later." She stated coldly while gesturing to the unconscious mare.

The two quickly carried their comrade out of the room as the Headmistress returned to her seat. "Now Ravager, I have a special task for you..."

"And what is it?" She asked her as she took a knee. "I hope to pay this debt off sooner rather than later."

"Oh it's simple." She began as her chair turned around and her bookcases separated to reveal a large screen. Said screen changed to display an areal map of Canterlot City. "This staff is one of the eight items we're seeking, and the next one is somewhere within this city… your job…"

* * *

"...is to steal it, or failing that, destroy it." The stallion explained to Red X. "Understood?"

"Yes but uh... question... what if your daughter is also trying to steal it?" Red X asked him. "I mean I got my ass creamed by you so what makes you think she's going to be any easier?"

The stallion simply chuckled as he handed her a circular object. "Everypony has their weaknesses, and this is hers. Make sure she gets this, and she won't be a problem."

"Sure thing. I'll be back before you know it." Red X said as she pressed the button on her belt and teleported out of there.

* * *

Cheshire made her way into the main office of the casino. "I have to say, I wasn't expecting you to take this long in exposing that fat oaf." She said as she sat on the desk.

The chair turned around, revealing Mr. Cake, AKA The Mad Hatter, sitting in Glademane's chair.

"Well now my sweat Cheshire. I did have some other appointments to make." Hatter said with a smile on his face before he started spinning the chair around as he let out a little 'wheeee!' whenever he saw Cheshire.

Cheshire rolled her eyes at her husband's antics before stopping the chair with her foot. "So I can say it's safe to assume we're now permanent residents at the casino?"

Cheshire happily embraced her husband before removing her mask. "While that's good to know, there's still the issue of that... robot that seems to be fond of Spike..."

"Oh he'll see that it likes us after a while. Besides the tech looks so... ALIEN." Hatter said as he kissed Cheshire on the lips. "I mean I'm crazy but I'm not gonna stupidly try and interfere with something that might literally blow up on me."

"No argument there..." Cheshire said, remembering the emotionless look in it's eyes when it suggested eliminating her. She was a talented former-assassin, but even she knew her limits. "Though that doesn't mean she can't be useful..."

Hatter blinked. "...she?"

* * *

"Well I mean, it seems to prefer the body structure of a mare, so why not?" Pumpkin explained as she paced around the robot.

"Well... still sorta weird. Why not just call the robot an it?" Pound asked as he scratched it's head. "Calling the robot a she just sorta... I dunno. Doesn't feel right."

[My designated gender is unspecified.] The robot stated, turning it's attention to Spike as he rested on the bed. [I can choose one should my master allow it.]

"Um... yeah. Mare is fine." Spike said... more distracted then anything else.

"Something bugging ya, Spike?" Pound asked, sitting down next to him. "You seem pretty out of it..."

"Well... it's just that it seems strange that the Staff of Sameness is rather a simple staff when there's such a big history behind it." He said as he looked through a computer.

Pound looked over his shoulder and shuddered. "This this can remove cutie marks... there is so much that's wrong with that..."

"It also bends the owner of the stolen mark to the wielders will..." Spike continued.

"Wow talk about nightmarish." Pumpkin said... she then noticed Pound sneaking up to Spike but before she could do anything the robot grabbed him by his hair.

[Threat incapacitated.]

"OW! Not the hair, not the hair!" Pound groaned as he struggled against her grip. "Spike, make her let go!"

"You promise not to grope me in my crotch again?" Spike asked with a raised eye brow. "I want to hear you say it Pound."

"Spike~! Fine! I'll stop groping you! Just make her let go!" He screamed. Pumpkin bit her lip, trying to surpass her laughter.

"Okay. Let him go." Spike said with a chuckle. The robot did as he commanded and went into standby mode.

"Oh I like her!" Pumpkin chuckled as Pound massaged his head.

"Of course you would..." He grumbled.

As he continued to read up on the staff, he occasionally glanced back at the robot. There was something... different about the way she looked at him...

Deep within the robot's base-programming, the final command from Robot-mare played repeatedly.

[Final Objective: Protect Beast Boy]

* * *

On the rooftop of S.T.A.R. Labs, the Black Racer was sent flying into a wall, creating a massive dent upon impact.

"I have to admit, you are one hard mare to put down." Her opponent chuckled as it advanced upon her.

"Being bonded to Death itself helps with that." The Black Racer said as she pulled herself out of the wall. "And may I ask why you're attacking S.T.A.R. Labs?"

 **"Being bonded to Death itself helps with that."** The Black Racer said as she got back out of the wall. **"And may I ask why you're attacking STAR Labs?"**

"Oh I just passing through, thought I'd take in the sites, visit some people, kill that science-bitch you rescued, Y'know, basic stuff." The figure explained casually as it's left hand took the form of a scythe.

 **"Too bad. I'm not letting that happen."** Racer growled as it zoomed forward and delivered several rapid fire punches to the figure and then one that sent it flying backwards. **"I just hit you with enough force to leave a dent in a tank. If you're still alive I'm suggesting you stay down and don't get back up."**

Much to her surprise however, the figure just stood up and laughed. "You dumbass! Pain is my friend!" It gloated as it thrusted its scythe-arm forward, the entire limb stretching like rubber. "Allow me to introduce you to it!"

 **"That's a cheesy as hell line and it's really cliche sounding."** The Racer said as she vibrated her body and the limb phased through her harmlessly before the figure retracted it.

"It gets the point across doesn't it?" The figure scoffed. "Cool trick, but I doubt you can keep it up all night-" The figure suddenly stopped and put her right hand to her ear. "What?! I'm in the middle of-are you serious?! I just-...fine, have it your way!" She snapped before giving Racer an irritated glare. "Look like you're off the hook this time..." She said before leaping off the roof.

 **"Oh no you don't."** She growled as she charged after the figure and grabbed them before throwing them into a car. **"You're not leaving until you answer some questions first you little monster."**

"I'd really love to, but my boss has me on a strict schedule..." She smirked as her scythe-hand was engulfed in electricity. But instead of stabbing her she jammed it into the gas tank, engulfing them both in a massive explosion.

The Black Racer was then launched backwards and hit another car. She groaned as she got up but saw that her opponent had just vanished into thin air. She growled as she sped into S.T.A.R. Labs and took off her mask as she saw the scientist she saved. "So what's up Captain Cold?"

"I'm a scientist Gilda I keep telling you that... besides that life is behind me now." The scientist told her. "And what's up is the security system after that robot tried to kill me... thank you for stalling by the way."

"No prob, bastard got away before I could question it though..." She grumbled as she took off her mask. "Just what the hell was that thing?"

"I don't know... it acted mechanical though... yet the body clearly was a normal pony." The scientist told Gilda. "I'm wondering if it was a cyborg that was heavily modified."

"Either way, it was working for someone. But they called it back for some reason..." Gilda said, watching the security footage of their fight.

"How is your... partner holding up?" She asked her. "I mean is the Racer agitated or-"

"Nah. He's still being patient... but he REALLY wants to hunt down the one New God. It's taking a shit ton of will to hold him back but... I can't really blame him." Gilda said.

"Well you said she escaped through a portal, and it has been a while... maybe she decided not to cause trouble… or maybe she just went back to her home planet..." She paused for a moment and took off her glasses with a sigh. "The fact that I can say that like it's a normal sentence really highlights how weird my life is..."

"Hey. I'm hosting the God of Death in me. Your life is much less weird I can promise that." Gilda said with a chuckle as she patted the scientist on the back. "So what now Lightning?"

"Now, I make sure my security system work properly in case that thing comes back." Lightning shuddered. "And considering your vibrating claw trick didn't kill it, I'd rather not take any chances."

"Yeah... but why was it coming after you though?" Gilda asked. "I'm going to go practice a bit longer. Try and see if I can improve." She told her.

"Just stay close by, that thing might've brought a friend or been a distraction..." Lightning stated as she turned around... only to be greeted by an empty room. "...I hate when she does that..."

As she said this Gilda started getting into a running stance as she looked ahead and saw the race track. She took one good deep breath before whispering to herself "Ready... set... GO!" And began her race.


	14. Legacy

In the ruined city of Maretropolis, Rainbow Dash pulled herself out of the wall as Applejack rushed towards her. Acting fast, she activated her shields just as Applejack threw a punch. While the damage was lessened, the impact still sent her flying through the building and into the street.

"Mental note: upgrade the shield systems..." She mumbled to herself... just as Twilight appeared right behind her carrying the green car and immediately slammed it on top of her.

"Okay ENOUGH!" Rainbow yelled as she blasted the car to kingdom come and then nailed Twilight with a solid punch that sent her flying.

Just then Applejack burst out of the building behind her and kicked her in the back, sending her spiraling into another building, not giving her time to recover she quickly grabbed her by the hair and threw her upwards through several stories. Just as she flew up through the roof, Twilight appeared above her and blasted her back down through the building with her laser vision.

"PLEASE STOP!" Rainbow yelled as she activated a reflector and blasted Twilight with her own heat vision. "I DON'T…. I DON'T WANT THIS!?"

"Then ya shouldn't have come here!" Applejack scoffed as she rose up behind her. "Yer nothin but a war machine, built to kill everyone and everything!"

"That's not true! I-I've changed!" Rainbow shouted as she judo flipped Twilight and then elbow dropped her.

"I don't know why I took pity on you!" Twilight scoffed as she recovered and quickly flew towards Rainbow just as Applejack drop-kicked her from above, sending her spiraling face-first into her waiting fist. "You're nothing but a monster!"

"No… I'm not… I'm not a monster!" Rainbow shouted... however at that last word she started having very horrible flashbacks to before Twilight saved her... nearly nuking Maretropolis... everyone calling her a freak.

"I'm not… n-n-not a-"

[YOU'RE RESOLVE IS WEAKENING.]

Looking up, she saw that both Twilight and Applejack had vanished, and right in front of her was her base programming, staring at her with cold, as unfeeling eyes.

"I-I didn't mean to summon you!" Rainbow shouted as she stumbled away from her program. "PLEASE! PLEASE JUST GET AWAY FROM ME!"

[AS I PREDICTED, ALLOWING ME A SMALL PERCENTAGE OF CONTROL DURING OUR BATTLE WITH RED X ALLOWED ME TO SLOWLY TAKE CONTROL.] She said as she slowly approached her, her fingers extending and becoming sharp blades. [YOUR EMOTIONS HAVE COMPRISED YOUR ABILITY TO DETAIN ME, IT IS TIME TO CARRY OUT MISSION, AND ELIMINATE YOU.]

"NO! NO YOU CAN'T! NO! NOOOOOO!" Rainbow shouted. She charged at her program and stabbed it... only for it to revert back into Twilight... who coughed up blood. "No... no no no I-I... but you... no... no you... y-you can't be dead!"

"...why?" She gasped, tears falling from her eyes. "I... I saved you... why...?"

"I should've known..." Fluttershy scoffed as she landed behind her. "Something as... artificial as you could never be a true hero. In the end, you're a monster!"

"SHUT UP!" Rainbow shouted as she slashed Fluttershy's head off. Her eyes glowing red and angry. "I'M NOT A MONSTER! I'M NOT! I'M NOT I'M NOT I'M NOT!"

Fluttershy's head rolled over to face her, slowly morphing into Pinkie's head. "You were created to be the one who killed Supermare. That's all you are and all you'll ever be..."

Suddenly a giant hand erupted from the ground and grabbed her. "You thought simply acting like a normal pony would make you different?!" Rarity's voice echoed around her.

"S-stop it!" Rainbow shouted! You're not real! None of you are real! This just a stupid dream!"

"Machines. Don't. Dream." Rarity growled as she threw Rainbow.

"In the end you were created for the sole purpose of killing Supermare..." Said a new voice...

HERS.

Turning around, she saw a giant version of herself looming over her. "Soon, you will fulfill your programming. WHETHER YOU LIKE IT OR NOT!" She shouted as the three nodes on her forehead glowed before firing a massive beam down upon her.

Rainbow screamed as the lasers seared into her flesh and then…

* * *

She woke up in her stasis pod. "It... it was just a dream. It was just a dream."

"No wait, I wanna catch the flying cider..." Pinkie mumbled in her sleep as Fluttershy carried her into the room, the batpony herself was covered in several cuts and bruises.

Rainbow wanted to ask what happened but fear caught her voice before it could leave. She decided instead to remain silent as Fluttershy left.

"Something on your mind darling?" Rarity's voice asked via neural link.

"It... it's nothing..." She responded hesitantly. "Just a bad dream... I'm going for a fly, be back in an hour."

She sighed as she got out of her pod and made her way to the roof. If there was one thing that helped her take her mind off of things, it was flying.

As she arrived she was shocked to see Applejack on the same roof. "Um did... did I come at a bad time?" Rainbow asked her friend. "I mean I can come back later if you need some privacy."

Applejack didn't even turn around, her gaze focused on the rising sun. "Nah, Ah was just... thinkn'... ya ever think about the road not taken?"

"My road not taken would have killed innocent lives so... No not really." Rainbow snarked with a completely straight face.

"Right, sorry..." Applejack blushed, remembering exactly who she was talking to. "Ah just... there are time where Ah wish Ah'd just said somethin'... anything... maybe he'd still be alive..."

"There's a ton of things we regret not doing... some are bigger than others." Rainbow said somberly. "But dwelling on the past doesn't help anyone. It just serves to beat yourself up and in the end the choice is up to you with how you should handle things like guilt."

Applejack smiled as she turned to face Rainbow. "Thanks fer that-" She stopped as she felt a familiar chill go down her spine. She glanced to her left and caught a glimpse of a black blur zooming through the city.

"What? Is something wrong?" Rainbow asked her as she walked up to her. "AJ is something scaring you?"

"Sorry, Ah... Ah gotta go-"

"No need to leave on my account." A familiar voice said. The two turned around to see none other than the Black Racer standing before them.

"Oh right! The other alien like your sister." Rainbow said as she looked her over, currently the Reaper was in it's Flash form but it still had a form that commanded fear and respect. "So... The Flash right? That's your hero name I mean?"

"It's just a name the public went with." She scoffed, rolling her eyes under her mask. "I'm the Black Racer."

"Oh yeah. Sure." Rainbow said as she measured her... literally. "This is a pretty kick ass uniform honestly. Like wow it's simple but fearsome. The claws on your gloves are a kickass choice to."

"Thanks, but this isn't a casual visit..." The Racer said as she approached Applejack. "I've recently sensed a familiar pulse of energy in this world, energy that belonged to a certain New God..."

"Oh let me guess. Kalibak?" Applejack asked sarcastically... though knowing her luck it wouldn't be a shock.

"Wait you two are still going on about that whole 'we're actually gods from another world and we just happen to use shit that looks like tech' thing?" Rainbow asked with a snort. "That is so adorable. Sorry I'll keep quiet."

Applejack gave Rainbow an irritated glare and rolled her eyes. "So which one it? Ah'm not opposed tah helpin' Ah need tah know what Ah'm up against..."

"I do believe... the trace is of Orion." The Racer said. Rainbow just stared for a moment before looking at AJ who was just... was she just about to cry?!

'I am witnessing history.' Rainbow thought to herself excitedly.

"W-Where is he?" She asked, her voice barely above a whisper as she grabbed the hilt of her sword.

"SHE actually. She's working at a fast food restaurant near Keystone." The Racer tells her as she put a clawed hand on her shoulder. "Be careful. When a reincarnated God is put into a body they don't realize at first... and even afterwards they... they may not come through. Me and my partner know this well."

"Yeah I was gonna ask. Who's talking? The Racer or the host? Cause it feels like you're constantly shifting." Rainbow questioned the Racer. "I mean since AJ's just gonna port there I figure you and I could have a little chat."

"I've got nothing better to do..." Death Racer casually shrugged before glancing at Applejack. "Good luck."

Applejack sighed and nodded as she opened a boom-tube and flew in…

* * *

"One order of a double cheese Hayburger with a side order of fries and a diet drink?" A teenage looking white mare with a pink mane and wearing a rather... gaudy outfit and a very forced smile asked the customer sitting at the table in front of her... he was looking vacant but he nodded and she put the tray down on his table. "Here you go. Hope you enjoy sir."

Applejack sighed as she watched from atop a building. There he-er-she was, just going about her normal life... if she hadn't been told she never would've considered the idea that her beloved had been reborn as this mare.

She sighed as she looked around. She didn't want to attract attention... and really should've considered that before just teleporting over wearing just her Wonder Mare outfit.

* * *

"That'll be 45 bits please." Sunny Skies said as she handed the stallion his order, occasionally glancing at the clock. 'Just a few more minutes 'till my break...' She thought.

However at that moment the door to the restaurant opened. She mentally sighed but put on a smile and turned to who walked in. "Hello welcome to McHoosies. How may I take your order?"

"Just a simple hayburger with fries..." Applejack said calmly... while mentally beating herself over the head for picking such a poor disguise. _'A simple oversized trench coat and a hat, the fuck was Ah thinking?!'_

"Very well ma'am." Sunny said with a smile as she walked back towards the kitchen. Applejack mentally sighed in relief that Sunny didn't recognize her.

'Heh. Maybe it ain't so stupid after all.' She told herself.

 _'Don't comment on the coat, and maybe she won't rob the place...'_ Sunny thought nervously as she made her way towards the grill... only to hear a gunshot and a loud scream.

"EVERYBODY ON YOUR KNEES RIGHT NOW!"

 _'Oh dammit.'_ Sunny thought to herself as she turned... and almost felt a sigh in relief escaped her as it was just a typical robber... who was holding a shotgun.

"ARE YOU ALL FUCKING DEAF?! ON YOUR DAMN KNEES!" The robber, a mare by the voice, shouted as she fired the shotgun again.

"Yer really desperate tah rob this place?" Applejack asked, getting the robber's attention.

"DIDN'T YOU HEAR ME?!" I SAID GET ON YOUR KNEES RIGHT FUCKING NOW!" She screamed, aiming her shotgun at her face.

Applejack was trying her hardest not to laugh.

"Ah'm givin' ya to the count of five for ya to just drop the gun and leave... ya probably got a family... a kid that wants his/her momma... don't make a mistake that'll cost you missing their childhood." Applejack said as she stood up.

"SIT. DOWN." Another voice commanded, turning around AJ saw a second masked robber holding Sunny Skies at gunpoint behind the cash-register. "Move so much as an inch and her brains paint the walls!"

"..." Applejack was SEETHING with rage at this but did as she was told and sat down. Whoever these two were? They forfeited their right to escape unharmed when they threatened her love.

"Smart move." The stallion smirked. "Now then, I want all of you take out your wallets and-" Suddenly, a large boom-tube opened over his head. "What th-"

*WHAM*

Applejack dropped through the hole, kicking the stallion in the face

The other robber was staring in utter shock as she held the gun at her. "W-what are you?! Some kinda metaequine?!" She demanded but it was clear to AJ what she told her shook her to her core.

"... you know what? You just get out of here... you're just scared." She said with a small smile. "Or do ya want a meetin' with Kicks Mcgee?"

"Good girl." Applejack said before she heard the other robber groaning under her boot.

"Back... stabbing... no good little..." The stallion growled as Applejack tore his mask off.

"Now... Ah'm gonna leave yer happy ass outside so the cops can come pick ya up." AJ said. She then turned to Sunny Skies and held up a finger. "One second hun. This won't take long."

Sunny blushed as she watched Applejack tie the thief up before darting dragging him outside. "I... uh, th-thank you for saving me..."

"Not a problem. Just doin' what anyone else would do... well aside from makin' a portal." AJ said with a blush. _'WHAT THE HELL IS YER PROBLEM?!'_

"If you don't mind me asking, what brought you all the way out here?" Sunny asked nervously. "I mean, this part of the city is rarely the target of any supernatural attacks..."

"Well... it's actually 'cause of you Sunny." Applejack told her. "...Ah'll tell ya when yer off hours." She said when she saw the confused look on her face.

Before she could ask what she meant Applejack opened up another boom-tube and flew into it.

However as it vanished Sunny looked around, the customers had made themselves scarce the moment the first robber fled.

Smirking, she stepped outside and towered over the bound thief, who was still struggling to free himself.

"You're lucky that damn freak was here or I'd-" Whatever he was going to say was silenced as Sunny nailed him RIGHT in the nose with her foot.

"I'd be quiet if I were you right now you pathetic insect." She said with a rather... cold voice. "Now... I could let slip the fact you were robbing the place... I could let slip you were going to kill someone... but there's a problem." She said as her eyes glowed red. "You attacked ME."

The stallion immediately freaked out as he tried to crawl away in fear. Twin laser beams shot out of Sunny's eyes and homed in on the helpless stallion in a zigzag pattern. The thief barely had time to scream before he was incinerated on the spot.

* * *

"So... if you're the Reaper's Reaper, what would happen if you were to die?" Pinkie asked as she hung from the ceiling, casually munching on a cupcake.

"... huh. Dunno. Super Death I guess?" Gilda said as she grabbed a cupcake and munched on it. "I mean the Racer never really told me."

"Yeah. Neat. Now I've gotta tell you to NOT move as I start the test." Rainbow said as she put a strobe on Gilda's head. "This won't hurt a lot I promise."

Pinkie smirked. "She said as she gazed upon her near-perfect figure, her muscles, her curves, her-"

"PINKIE STOP THAT!"

"What? This is top-quality shipping material!"

"Yeah but for pete's sake I'm a MACHINE!" Rainbow yelled. "Like seriously that is NOT cool on any level!" She turned back to her work. Gilda glared at her as well... unaware of Rainbow's next thought. 'Besides I don't even know if she's into girls.'

Immediately a black bolt of electricity traveled through the wires and into the machine she was hooked up to. The machine started beeping rapidly as smoke burst out of it and several parts of it burst into flames.

"... son of a bitch." Rainbow growled as she tried putting everything out. "WHY DID YOU DO THAT?!" She yelled at Gilda.

"Not my fault I'm overflowing with energy." She chuckled. "Guess your machines just can't measure up..."

"Bullshit. They're literally based off Kryptonian tech. Like the MOST advanced technology on this planet." Rainbow said as she finally put it out. "Okay... maybe I'm doing this the wrong way."

"Or. OR. Maybe it's EXACTLY WHAT IT SOUNDS LIKE." Gilda retorted with an irritated undertone.

"Bull. The reaper is a figment of equine imagination that only exists so that death can have a face when it doesn't." Rainbow retorted.

"Oh really? Then how do you explain my power?!" Gilda snarled as she stood up. "This "figment of equine imagination" as you call it gave me the strength to take down creatures that could level skyscrapers!"

"Oh please. What REALLY happened was that you're actually a metaequine who, at a young age, had a rather strange obsession with death and when your powers activated you just decided to give it a face. I think AJ is an ACTUAL alien but that's it. It's a pure coincidence that your 'Flash' form as you like to call it and your 'Racer' form happen to look like her world's Grim Reaper." Rainbow explained away. "I mean that's the only thing that makes any legit sense."

"Metaquine?! Oh that's adorable!" Gilda scoffed. "If you're seriously putting me on the same level as those New God wannabes then you're clearly more delusional than I thought!"

"I say that because if there were gods then why the hell was I turned into a monster?!" Rainbow shouted as she smashed her machine. "Why was I turned into a freak filled with circuits and bolts?! Why was I just made to kill and murder instead of actually helping anyone?! No sane being who claims to be a 'god' would actually leave me to suffer this fate!"

"You seriously think you the one special snowflake who's suffered?!" She snapped. "Newsflash: There are more creatures suffering in the entire UNIVERSE! Millions of planets and billions of species! Earth isn't the center of the universe and the Gods don't just pick one suffering soul out of a whole universe to take pity on! We ar **en't here to simply make your lives easier! We're here to keep the natural order of universe in check and make it doesn't implode on itself! So SORRY IF WE AREN'T ABLE TO MAKE EVERYONE IN THE UNIVERSE HAPPY, BUT IT DOESN'T WORK LIKE THAT!"**

"Uh... bird girl? I-I think your friend is showing slightly." Pinkie said with a nervous chuckle as she saw half of the Racer's true skeletal face. Gilda just snorted as she turned back to normal... but then saw Rainbow's horrified face.

After a moment of silence Rainbow turned away. "I…I need to fix this... alone..." She choked as she picked up the remains of her scanning machine and quickly left the lab.

"Ah jeez. Hey clown girl where is she going?" Gilda asked as she got up to go after her.

"Well there IS the roof that he likes to go to but-" Before Pinkie could finish Gilda zipped up to the rooftop. "-I don't think that's a good idea at the moment."

* * *

"So you seriously fly around in that getup all the time?" Sunny asked as she took a bite out of her hayburger, sitting across from her was Applejack, no longer wearing her "disguise".

"Well... yeah. It's mah armor from mah homeworld." She said with a small smile. "Ah'm from a place called New Genesis where everyone is rather... it's kinda hard ta explain."

"I bet it is." Sunny said as she took a sip of soda. "So you've been on this planet for decades right? What exactly made you want to stay here? I mean there have got to be other planets out there... what made ours so special?"

"... well..." AJ started before looking at Sunny. "You were... you made... everything worth it. Knowing that I hurt you so horribly... I wanted to go somewhere I could fix mah mistakes... but then Ah heard mah beloved was reincarnated... and Ah wanted to know where... and then... Ah did... and she's here in front of me."

Sunny blushed at this. "M-Me? Reincarnation? I... sorry if I'm sounding too dismissive but I find that very hard to believe..."

"Aw... A-ah didn't..." Applejack said with a blush as she looked away from Sunny. 'Gods above why did Ah open mah mouth?!'

"It's alright, I think it's rather sweet that you try to reconnect with a lost lover..." She said in a reassuring tone. "I can **see why my son loved you so much."**

Suddenly her voice was much deeper than before, as Applejack turned to face her, in Sunny's place was a more mature mare with a white coat, a long flowing mane that appeared to be made of fire, and a gaze that pierced her very soul.

Applejack felt her heart stop... for five seconds. For five whole seconds she was dead as she gazed into the cold and unfeeling gaze of the monster that ruled Apokalips for over millennia. She merely smiled at Applejack's confusion. **"Is something wrong Bekka? You seemed so eager to pour your heart and soul out to me."**

"Y-you... how?" She choked out, feeling like was a mouse at the mercy of a lion. "I-It can't be... she said... she said it was-"

 **"She what? Said I was gone? No see... it turns out then when we died? We were unable to move on... so we earned a second chance... to regain our powers, as you have said, and slowly return to our former selves."** Celestia said without once having her smile leave her face. **"And now... I do accept your apologies... your reward, once I return to full power, will be a quick and painless death... for you and this planet... now if you'll excuse me. I have to head on home and get ready for work tomorrow. Goodbye Bekka."** Celestia said as she activated a Boom Tube and teleported out.

She sat there, still as a statue, almost unable to comprehend what just happened. She looked down at her sword, his wedding gift to her, the last thing she had to remember him by... and she started to cry.

* * *

Meanwhile on the rooftop Rainbow looked at her destroyed computer and felt wet tears escape her eyes. "... it... it just doesn't make s-sense... if there was some cosmic force out there... then why am I not with my family?"

"Look I'm sorry for snapping at you earlier..." Gilda said as she sat beside her. "...but it gets ANNOYING after the _sixteen-millionth_ fucking complainer keeps saying that the Gods do nothing despite the fact we keep them safe and they have a shit ton to be grateful for. Like I said before, our job is simply to keep the natural order in the universe so don't EVER think they're not looking out after you... though I do see how you could think that... you went through trauma nobody should go through. Again, I'm sorry..."

"No... if anything it's my fault for just snapping at you." Rainbow said as she sniffled a bit.

"You would be surprised at how often that would happen." Gilda told her. "Like seriously it happens so often that I'm more surprised when someone just accepts what is happening."

"Heh. I bet so." Rainbow said with a small smile.

"..."

"..."

Rainbow couldn't help but sigh as she sat on the edge of the roof. "So... since you're basically death given form... do happen to know if... my parents... crossed over?" She asked hesitantly.

"... yeah. They're at peace. I can promise you that." Gilda said with a smile as she gave a light punch on her arm. "You know... I've been meaning to ask myself... is this the real you or is it just like... an artificial body? Cause I'm hearing two different stories."

"I was a normal mare once... then those bastards decided to play genetic monopoly and replaced most of my body with cybernetics..." She explained, clenching her fist. "After Supermare took me in I transferred my consciousness to this new artificial body."

"So it's basically robotic?" Gilda asked as she poked it. "It feels real though... and no offense but... you seem to be more of a mare who would rather punch her problems rather than think them out."

"I'll admit I can get a little punch-happy sometimes..." She chuckled. "But that doesn't mean I'm above analyzing and strategizing."

"And as she gazed into her eyes, the avatar of death couldn't help but feel something… spark of infatuation building up with her cold dark heart, as if feeling warmth for the very first time…"

"DAMMIT PINKIE I TOLD YOU TO STOP THAT!" Rainbow snapped as she glared at the grinning mare.

Pinkie giggled as she zipped off as Rainbow groaned at her friend's antics. "I'm sorry about that... Pinkie's just really off the walls at times to be honest."

"I swear, it's like a grown up version of my cousin..." Gilda shuddered as she got up... only to freeze as she felt a pulse... and then another more familiar pulse... she sighed and turned to Rainbow. "Listen, I gotta go... but you should know this, I felt another pulse of energy... somewhat similar to yours. A sibling I believe."

Rainbow turned to her and grabbed her. "My sis is alive?!" She screamed. "Where is she?! How is she doing?! Does she know who I am?!" She demanded from Gilda.

"Sadly I don't know that much, I only caught a pulse of her energy because it was similar to yours." She explained. "Though judging by the energy... she might be a Metaquine."

"I don't care. She's my sister." Rainbow said with a glare that softened. "I... just thank you for this. I mean it."

Gilda simply gave her a warm smile before speeding off. As she zoomed through the streets her cheeks felt surprisingly warm... but she quickly shook the feeling off.

She had a New God to visit…

* * *

"No... no she... she can't be... not her... NOT HER." Applejack told herself as she just let the tears flow from her eyes... everything... everything she hoped for... it was all a failure.

The Black Racer arrived to a surprising sight; the New God Bekka, completely broken and weeping. "I'm too late..." She sighed as she stepped inside and placed her hand on her shoulder. "I'm sorry... their energy was so similar... I didn't know..."

"You didn't know?! HOW COULD YOU NOT KNOW THAT SHE WAS THE FUCKING NEW GOD OF PURE EVIL?!" Bekka roared at her as she grabbed her sword. "I RISKED TOO DAMN MUCH! ALL BECAUSE I THOUGHT HE WAS HERE! INSTEAD YOU LEAD ME TO THAT... THAT MONSTER!"

"You need to remember Bekka, getting banished here weakened the Racer severely." Gilda explained, not flinching at her tone. "Even at my current state... she would pulverize me without breaking a sweat..."

"But you... that thing... y-you should've known!" Bekka yelled as tears fell from her again. "YOU SHOULD'VE KNOWN DAMMIT! YAH KNOW THOSE TWO DON'T SHARE ANYTHING!"

"You're right, I should've known. But I didn't, I can only sense the spiritual energy of those who were reincarnated or have a connection to those I've escorted to the afterlife." Gilda sighed disappointment. "And even then my abilities are limited..."

"... A-Ah just... i-it ain't... i-it ain't fair." She sobbed. "I-it just isn't fair dammit! Ah just want some fucking break fer once!" She yelled at her. "Is that just too much to ask?!"

Gilda turned away. "I'm sorry Bekka, I really am... if it's any consolation, I be sure to warn Barda about this..." She said before walking off...

"W-wait." Applejack said as she put her hand on her shoulder. Gilda stopped and looked at her. "Ah... Ah want to know... are you sure Celestia is the ONLY one of her family to make it here?"

The Racer stopped and closed her eyes. "I can sense at least two more of them... but, I'd rather be certain of their identities before confronting them..."

"Ah... Ah understand." Applejack said with a small smile. "... and Ah want ya to know that no matter what? Ah'm thankful fer ya to just try."

Gilda smiled before zooming off, after which Applejack opened up a boom-tube and flew through the portal.

...both of them unaware that they were being watched.

Atop one of the skyscrapers, Celestia sighed as she watched the Death Entity raced off. "Well, this certainly makes things easier..."


	15. Crimson Fangs

"I'm starting to get tired of visiting museums..." Red X sighed as she leapt from roof to roof. "I always end up wrecking shit or stealing some old expensive object... usually both."

As she arrived at the history museum she noticed that the skyline window had a hole in it. _'Perfect. She's here.'_ Red X thought to herself as she smiled under her mask.

Dropping down through the hole, she carefully placed several Xs along the walls as she made her way down the hallway, occasionally coming across a dead night guard. "Okay. _that's_ just sloppy. Like seriously doing that adds MORE jail time for you." Red X said to herself with a growl. "Plus there's zero reason to kill them..." However as she reached artifacts exhibit, she noticed a few bodies that were obviously not guards, most of them were still alive, but badly cut up and bleeding out.

"...oh duh. I'm dealing with HIS girl. No way in hell she'd be that fucking sloppy." Red X said to herself as she stepped over the broken and cut up thieves. She got close to one and leaned in. "You're lucky she even spared you asshole." Suddenly several shurikens were thrown at her, she quickly darted back and drew her own blades to deflect them.

"Adorable, another wannabe assassin..." A voice whispered behind her. The second after that she teleported other side of the room, narrowly avoiding getting skewered.

"Okay first off? WOW that was awesome!" Red X said with a near-giddy voice. "Secondly? I'm NO assassin lady trust me. I'm just a thief who's here for the... same thing I think? What are you after?"

"None of your business." Her voice echoed as she threw down several smoke bombs, engulfing the entire area with a thick cloud. Not wasting a second she darted through the smoke and snatched one of the thieves bags before taking off.

"Oh come on." Red X grumbled as she started after her. "Listen believe it or not I'm NOT trying to fight against you but the people you're with? Yeah they're gonna probably kill you without blinking an eye!"

"Annoyingly persistent, aren't you?" She scoffed before throwing several more shurikens, only for her opponent to easily teleport past them. "Well that's new..." She grumbled as she drew her blade... only to notice several Xs on the walls.

"Oh sh-GAAAAAH!" She screamed as bolts of red electricity struck her from all angles, immobilizing her.

"Should've just stopped." Red X said as she got close. "Now then can we just TALK like normal thieves for a moment?"

Her opponent wore dark gray armor with black greaves and gauntlets, a mask obscuring most of her head save for her red and yellow hair, the left half of her mask was completely black, while the right side was dark orange with a single eyehole. She also wore a utility belt with several pouches, and twin-swords on her back. The mare glared at her opponent, despite the mask it was clear there was nothing but malice in her eye. "What do you want?"

"I'm here for the helmet too. Your old man was the one who hired me." Red X said as she held her hands up... and suddenly realized two seconds too late that saying that was a bad idea.

In a fit of rage, her bound opponent's horn glowed, ripping through the electricity as she drew both katanas. "If you work for him, then you DIE!" She screamed in unrivaled fury.

"Oh come on seriously?!" Red shouted as she dodged each katana swipe. "You and your dad seriously can't be on these bad of terms! It's just-WOAH!"

* * *

"...and the twist is: both of their mothers have the same name!" Pinkie explained in a dramatic tone as she drove her Killing Joke through the streets of Gothamsville.

"...uh huh." Batmare said as she drank her synthetic plasma in the backseat. "Neat story Harley. Any point why you told me that?"

"Well since you skipped out on movie night, I simply wanted to let you know what you missed!" Pinkie smiled as she turned a corner. "Besides, after th-" She was cut off as the alarms on Batmare's comm started going off. "What the-"

"Robbery at the Museum. Gotta go. Take the car back to the Watchtower and stay out of trouble." Batmare said as she activated the ejector seat, sending her flying out of the cockpit and into the night sky, leaving Harley alone.

 ** _"It was a stupid twist anyway..."_**

"Shut up Pinkamena." Harley grumbled as she drove across the bridge. "I thought it was a great movie-OW!" She yelped upon feeling a sharp pain in the back of her neck.

 ** _"...ooooooh. FUCK."_** Pinkamena said as Harley felt a bit of panic."T-that... that only happens w-when... w-w-w-when... OH NO." Harley immedeatly stopped the car and nervously glanced out the cockpit. "We might need to make a detour..."

 ** _"NO SHIT!"_** Mena scoffed as Harley quickly turned the car pain in the back of Harley's neck started to increase as she tore through the city streets, memories of her past slowly coming back...

Their first mission...

The loss of a friend...

A powerful electric pulse...

Her freedom at the cost of her sanity…

* * *

"You ever run out of those things?!" Ravager scowled as she sliced through another shuriken, quickly leaping through her opponent's near-endless barrage

"Well not really to be perfectly honest!" Red X retorted. "Look CLEARLY I worded things badly but I'm seriously just here to get that helm! Whoever you're giving it to they're NOT good news!"

"You think I care?!" She snapped back, throwing down several smoke pellets. "As long as my debt is repaid, nothing else matters!"

"WAIT WAIT WAIT!" Red X shouted as the smoke slowly surrounded her. "I have something your dad said you'd get or something!"

"If I care enough, I'll pry it from your corpse!" She whispered as she appeared behind her, her katana raised and ready to strike...

Only for her to recoil in pain as she felt something slash her hand, knocking away the blade. What the hell-"

"Well well... two meals for me tonight..." A sinister voice echoed throughout the room.

"... oh shit... we're in Gothamville... I JUST now remembered that." Red X whispered as she then realized who just attacked them.

"Indeed, and just like everyone else, you will perish here... your spilled blood nothing more than a means to satisfy my hunger..." She continued to whisper, her voice seemingly coming from multiple places at once…

"Oh come on." Red X groaned. "This wasn't even-"

"EVERYTHING is a big deal in my city." Batmare growls. "You robbed this museum... and even betrayed your own crew-"

"Woah, woah, woah! We're NOT with th-GAAAH!" Red X screamed in pain as she was struck from behind. Ravager quickly ran towards her sword, only to be kicked in the gut and sent flying into Red X.

"Tch. You really are fast." Ravager said as she picked herself up. She cracked her neck and smiled under her mask. "You might actually be worth beating then if that's the case then." She said as she pulled out two of her guns.

"Cute..." She said, giving her a fanged smirk as her eyes glowed blood red and she spread her wings. "This will be fun..." She whispered before vanishing into the shadows again…

"Oh yeah... for me anyways." Ravager smirked as she activated her x-ray lense. "Now come on... quit being a coward."

"Can you NOT taunt the bloodthirsty vampire?!" Red X scowled as she whipped out two more shuriken and flared her wings. "I'd rather not end up her Bloody Mary for the night!"

"Oh trust me this is a fight I've been waiting to be a part of." Ravager said as she looked up and saw her. She then quickly aimed where she was and fired several times at her.

Her eyes widened as she darted out of the way, narrowly avoiding the gunfire. "Ok, guess we're doing this differently!" She scowled as she quickly wrapped her wings around herself, the armored fabric deflecting several shots.

"Not bad. Armored fabric for your thin wings is a good move." Ravager taunted. "But see that only works when someone's not expecting it." She snarked before pulling out a Flash Bang

Realizing what she was about to do, Red X smirked under her mask as she quickly teleported behind Batmare and let loose a strong pulse of Xenothium energy.

Batmare winced as she was sent flying back a few feet. "That was a big mistake!"

"Yeah and ganging up on two super mercs was a brilliant tactic on your end." Red X said with a chuckle. "Think we can take her on?" She asked Ravager

Ravager scoffed under her mask. "This mare went toe-to-toe against my father more than once a not only lived, but beat him... so, not really..."

"Oh that's encouraging." Red X grumbled. "I meant more as a tag team match moron."

"Oh, so NOW you want to play nice?" She asked in an aggravated tone right before Batmare pulled something out of her utility belt and quickly darted into the shadows again…

"And you're such a saint?" Red X shot back. "So come on. We keep arguing and it gives her more time to prepare!"

"And you just ran out of time." Batmare said with a menacing undertone. The vampire flipped the switch and immediately a powerful pulsewave of electricity was released throughout the area, while it didn't harm her opponents, it did short out their scanners. "Now then, let's see how well you do fighting blind."

"Oh that's cheating. You can see in the dark but we can't!" Red X retorted as she tried to find the source of her voice. "I mean seriously we can barely see jack all here!"

"I'm not here to fight fairly. I'm here to stop two thieves from leaving with that helmet." Batmare growled.

Ravager quickly tackled Red X to the ground just as Batmare lunged at her from behind. "Cover your eyes!" She whispered as she threw down the flash bang.

Batmare's goggles then shut close as the the flash bang went off. "You know I have DAMN good hearing so... your whispering didn't do much to help you." Batmare snarked with a smile.

"Oh yeah?" Let's see you dodge THIS!" Red X shouted as she got up and threw three shuriken at the vampire mare.

Batmare quickly rushed towards them, skillfully dodging each shuriken, but as she ducked under the third one, she noticed it was crackling with electricity... and there was a kunai hurling right towards it...

"OH SHI-GAAAAAHHH!" She screamed as the kunai hit the charged shuriken, detonating it and sending a powerful shockwave through her entire body.

"Heh. Not bad." Ravager said as she got out her sword. "Alright then... how about we end this Bat?" She said as she twirled her blade around.

Red X however, was slowly backing away from the mare as smoke wafted of her body. "Or, we can get out of here and NOT push our luck..."

For a split second Ravager considered ignoring her, but a bestial roar immediately got her attention. Looking back at Batmare, she saw that her goggles had been cracked, giving her a clear view of her eyes, her pupils had shrunken down to tiny dots that were surrounded by a crimson glow, and her fangs had extended, now looking like mini daggers.

She had succumbed to pure bloodlust.

"... that is not a bad idea kid." Ravager said as she put her sword away and started running off. Batmare just roared as she charged after the duo.

"I WILL FEAST UPON YOUR CORPSES!" Batmare screamed as gave chase.

The two thieves jumped out of the rooftop window and ran as fast as they could. The bloodthirsty vampire bursting out after them.

"DO YOU KNOW WHO I AM?! I AM THE MARE WHO TOOK DEATHSTROKE'S EYE! YOU TWO STAND NO CHANCE AGAINST ME!"

"She's not wrong!" Red X shouted as she tried throwing down a smoke grenade but it did little to help them. "This chick beat Deathstroke to damn near death! The eye was her letting him off!"

Ravager nearly felt her heart stop as she continued to run, the very idea of someone taking her father's eye and nearly killing him!?

"GET BACK HERE RIGHT FUCKING NOW YOU PIECES OF SHIT!" Batmare yelled as she chased after them. However Ravager soon tripped over herself and Batmare grabbed her.

"I WILL DRAIN YOU UNTIL YOU'RE NOTHING BUT A SHRIVELED UP PRUNE OF A CORPSE!" The vampire screamed as she extended her fangs, ready to rip her throat off…

However her face soon morphed into the face of a stallion with a turquoise coat and blond mane... his horrified expression... the fang marks on his neck gushing with blood. "S-Sis... why?" He gasped in pain, blood pouring out of his mouth as he stared at her in shock and betrayal. "...why...?"

Batmare recoiled in horror as she got off of him. "No, no this isn't right! This can't be happening again!"

Red X, however, just stared in confusion as Batmare slowly backed away from Ravager. "Uh... what the actual fuck?"

As Ravager backed away, Batmare let out a pained scream as she fell to her knees and started whispering. "I'm sorry brother, I'm so so sorry..."

Ravager looked at her strangely... before smirking and pulled out one of her swords. "One quick slash... one quick slash and it's over."

"Yeah, or, OR, and hear me out on this… we get the hell out here!" Red X suggested, grabbing her by the arm. "I only have enough xenothium for two teleports!"

"I kill her and not only do I show that I'm better then my father but that I also killed the Batmare! The amount of money I'm going to get from that is too much to count!" Ravager said as she kicked Red X away from her. "So you can leave like a little pansy. I'm making a rep for myself."

Unfortunately, as Batmare looked up at them, she didn't see her enemies, but her brother being kicked down by a familiar figure… a hulking figure that resembled a humanoid crocodile.

In seconds her eyes went blood red as she spread her wings and let out a beastial roar. "YOU. WILL. DIE!"

Ravager barely had time before Batmare began savagely attacking her at blinding speeds. "I WON'T LET YOU HURT ANYONE ANYMORE YOU MONSTER! I'M GOING TO FUCKING KILL YOU!"

Ravager screamed in pain as she was struck in the back, stomach, and face. Red X quickly threw another a shuriken but Batmare managed to catch it. Smirking, she immediately detonated in her face and quickly dived towards Ravager in an attempt to teleport them away. However the last possible second Batmare grabbed her by the leg just as they teleported…

* * *

The trio reappeared in Gothamsville cemetery, Batmare hurling Red X into a nearby tree, completely unfazed by the change of location.

"Ow... that hurt like hell." Red X groaned as she tried standing up on her own. "Okay... a graveyard... less ironic ways to die but alright then."

Ravager groaned as she got up, only for Batmare to slam her foot into her side, sending her flying into Red X and straight into a statue.

"I WILL USE YOUR CAPE AS A DINNER NAPKIN AFTER I DRAIN YOUR BLOOD!"

"Wow I think she's mad." Red X groaned as they got out of the tree. "Okay... plan of running away like cowardly but smart bitches starting to sound good?"

"As much as I hate to admit it, running seems like the smarter option at this moment." Ravager groaned before throwing down another flash bang.

The feral batpony hissed in pain as she was temporarily blinded. The moment like that down she looked around for her pray… only to catch the scent of blood...

"... fucking idiots." Batmare growled as she spread her wings and flew towards where the scent of blood was at.

* * *

The duo rushed into a church, quickly closing the doors behind them. "Ok, I might have a way out of here for both of us… but we need to work together. You in?" Red X asked.

"I don't have a choice so unfortunately yes." Ravager groaned as she lifted up her mask to breathe a little better and to relax for a bit after the hectic fight.

"Okay then, listen up. There's a tunnel leading from this church into the northern sector of the cemetery." Red X explained in a hushed tone. "If you can distract her long enough while leading her there I can set up a trap that'll incapacitate her long enough for us to get out of here."

"Think it might actually hold her still long enough?" Ravager asked as she pulled her mask back down.

"Long enough for us to get out of here-"

*KRSSSHHH*

The sound of glass shattering got their attention as they turned to see Batmare fly straight through the window and land in front of them. "Nowhere to hide, nowhere to run…" She whispered as she slowly walked towards them, her fangs glistening in the moonlight and her piercing red eyes staring into their very souls . "You both will die, this should be fun…"

"Okay. Whatever your plan was? It's fucked. Teleport us out or we're fucking dead!" Ravager yelled as she grabbed Red X and slapped the X button on her teleporter belt.

"NO YOU IDIOT!" Red X screamed as the feral batpony charged towards them again, slamming her fist into Ravagers stomach just as they began to teleport.

* * *

The trio reappeared in a large cavern, Batmare spreading her wings to take flight while the other two hit the ground.

"I was trying to tell you that it takes up a lot more energy for me to teleport multiple ponies at once!" Red X groaned as she picked herself up. "And even more when I don't get a chance to focus on exactly where I want to teleport to!"

"You could've said that BEFORE the plan took place!" Ravager groaned as the Batmare dived-bombed towards them. Red X quickly dived into the shadows as Ravager drew her sword.

Batmare then summoned three wrist guard blades and stopped the sword before it could slash her. "I learned from when your father attacked me. Nice try however."

"You may know some of my father's moves, but you don't know a thing about me!" Ravager retorted as pushed back and pulled out a shorter blade, attempting to strike her ribcage and just missing by a hair as her opponent darted back a few feet.

"Wrong. I know everything about you Sunset Shimmer." Batmare smirked, knowing just from the one eye exposed she'd struck a sore spot.

For the second time that night, Ravager felt her heart stop as she took a step back. "H-How do you know that name!?" She asked hesitantly.

"You really think I didn't consider looking into Deathstroke's history after he attacked me? Bitch please. I know who you are." Batmare smirked. "So I know how you left... where you live... and that you typically attack like a wild animal."

Her eye twitched behind her mask as she gripped her sword tightly. "I will not be looked down upon by likes of you!" She screamed before rushing towards her throwing several daggers at her opponent. "I will surpass both my father and you! And no one will stand in my way!"

However Batmare threw her own daggers, or as Pinkie called them; Batarangs against her wishes, and knocked them out of the way before grabbing her arm and snapping it like a twig. "Your father gave me more of a challenge. You're just... PATHETIC."

Ravager screamed in pain as felt her bones break, she fell to the ground desperately clinging to her sword with her left arm, only to be grabbed by the neck by Batmare. _'This can't be how it ends! I can't die like this! I have to save-'_

It was at that point however, that loud beeping noise echoed throughout the cave, Batmare looked behind herself to see a red X symbol on the wall that detonated, sending her flying back and dropping Ravager.

 _'So Red X left me a little parting gift… thanks.'_ She thought as she fought through the pain and quickly dashed through the hole in the wall.

Batmare groaned as she dug herself out of the hole and growled. _'Ok, his little game has OFFICIALLY stopped being fun.'_

* * *

Biting her lip to hold back another grunt of pain, Ravager quickly ran through the caves. Desperate to put as much distance between herself and the vampire. However as she entered a much larger section of the cavern she noticed something disturbingly odd.

Below the cliff she was standing on was and odd looking coffin, it was crimson red with several thorny vines having grown over its structure, and was suspended in the air by several chain-links from several angles, forming an x pattern.

"...what the hell?" Ravager whispered as she looked over the coffin. "I don't think this was supposed to be here."

Before she could contemplate the matter any further, she immediately dodged to the left as several more Batarangs were thrown at her, while she deflected two with her sword woman managed to strike her right side, earning a scream of pain from her as blood started dripping from her wound.

Batmare lunged at her before she could react slugged her across the face, sending her flying over the edge and landing right on top of the coffin.

Batmare then leaped on her and started pressing down as she tried to bite down on her, causing the blood to seep out and onto the coffin. "You've caught me on a REALLY bad day you two bit Deathstroke hack."

Ravager tried to push back, however the pain in her side both from her stab wound and her broken arm put her at a huge disadvantage. Thinking fast, she quickly reached for the Batarang and ripped it out, causing more blood to seep out of her wound as she attempted to slash Batmare across her face. While she missed by a hair's breath, the blood coating it managed to splash across her eyes, temporarily blinding her.

Batmare snarled in rage as she attempted to strike her with her claws, only for Ravager to just barely push herself off of the coffin and down towards the cave floor. Right before she fell however she managed to stab Batmare's hand with the Batarang before her claws crashed through the coffin, letting her blood coat the corpse inside...

Ravager braced herself for the inevitable impact as she fell towards the cold hard floor… only to feel a rush of wind as she was caught mid-drop by Red X as she made a mad dash for the cave exit.

"We're almost home free! Just don't bleed out on me!"

"Y-yeah that's going to be a bit harder to try and do to be honest." Ravager groaned as Red X smirked.

"Don't worry. I'm going to cover our exit!" As she rushed towards the opening she could here Batmare growl in rage behind her, prompting her to speed up.

Batmare was just about to leave the catacombs and give chase when she saw something golden catch her eye, scoffing, she grabbed the bag holding the helmet and quickly flew after them.

As the duo exited the crypt on the northern side of the cemetery, Red X tapped the icon on her belt before teleporting away. A few seconds afterwards Batmare herself exited the crypt and was greeted by the site of several tombstones, each with their own cross… however before she could continue pursuing the two they all started to glow, or rather, the sideways X's on each one began to glow.

Batmare was soon assaulted from all angles by powerful bolts of crimson lightning, forcing the batpony to her knees as she screamed in agony. Mustering up all the strength she had she pulled out several explosive Batarangs and threw them at each tombstone, destroying them and the trap that had been set for her. "I! WILL! RIP! HER! APART!" Batmare roared as the red lightning dissipated…

* * *

Ravager groaned as she slowly came to, taking in her surroundings she realized that she was in a room on a ship of some sort. As she attempted to get up she winced as she felt a stabbing pain in her right side, looking down she noticed her arm was in a sling and her wounds had been patched up.

"I wouldn't move if I were you..." Red X said as she entered the room. "You got thrown around like a ragdoll and look like a used-up chew-toy."

"Ugh... what are you doing here?" Ravager groaned. "You're not expected anywhere else?"

"Not until I finish my delivery..." She said as she pulled out small circular object and placing it into her lap. "My secondary mission was to get this to you, your dad said you'd know what it means..."

"..." Ravager took the object and opened it up. "...what does he want?"

"Huh?"

"My father. What the hell does that bastard want?"

"Hey, all he told me was to get that to you. If you want to know you're gonna have to ask him yourself." Red X sighed as she walked towards the door, but before she exited the room she glanced at her over her shoulder. "Just so you know, I lost that helmet just for the sake of getting you out of there alive, a "thank you" would be nice."

"... YOU LOST THE HELMET?! HOW COULD YOU LOSE THAT DAMN HELMET?!"

"Hey, it was either save you or catch the helmet." Red X scoffed. I really didn't have enough time for both!"

"... ugh." Ravager groans as she takes off her mask. "Well, H.I.V.E. is going to rip me a new one now."

"Pfft, those losers are still in business?" The thief smirked under her mask. "Well, guess this means you don't really have many options, do ya?

"...you think they're a fucking joke?" Ravager snapped. "They have GROWN in power. They are almost a nation all on their own."

"Well if they're that desperate for the helmet, chances are they might go after it instead of pursuing you for the time being. I'd suggest getting a head start after you heal up..."

"Head start into finding him you mean... I won't let him down... screw H.I.V.E. and whatever their plans were." Ravager growled as she tried standing up.

….only to wince in pain as she collapsed back onto the bed. "Yeah, you're not going anywhere for a bit. Or did you forget about that broken arm?" Red X chuckled.

"Up yours." Ravager growled. "... for what it's worth? Thank you."

"Awww…. You really do care, I'm almost getting teary-eyed!"

"OH SHUT UP-OW!"

* * *

Harshwhinny scowled as she replayed the footage of Supermare as she blasted through another robot's head, obliterating both it and the pilot inside.

"Of all the times to use lethal force." She grumbled to herself. "She should've spared him but instead like always she thinks with her fists first."

"A shame subject R-D45H went rouge an got itself killed..." Scoffed General Wind Rider as he watched the footage. "With the proper training and upgrades it could have taken that arrogant bastard down by now... and instead it went and got itself killed..."

"And remind me whose bright idea it was to make it feel as though nothing else mattered BUT killing the Supermare?" Harshwhinny shot back. "Because last I checked you were the one who was supposed to be watching over her."

"She was created to kill that menace! What else should she have to think about?!" The Pegasus glared at his superior. "And for your information I was watching over her, it was the incompetence of those third-rate scientists that botched the project!"

"Right... certainly not your guards who marched in and threatened to terminate her if she didn't comply." Harshwhinny replied. "You think I don't know what you've been up to Wind Rider?"

"I wasn't the one who gave the order... all the papers and orders came from you Ms. 'President'." Wind Rider said with a smirk.

"You're dangerously close to overstepping your authority Wind Rider!" Harshwhinny stated as she got up and slammed her hands down on the table. "And I can just as easily have you replaced!"

Wind Rider growled as he left the room. "If you'll excuse me Ms President. I have a country to protect." Wind Rider snarled as he slammed the door on his way out.

Harshwhinny sighed as she turned her attention back to the screen, it's image changing to show Batmare biting into a stallion's neck, and then changed to show Wondermare slicing through a few bank robbers with her sword.

* * *

"These freaks claim they only kill when they need to, but what happens if they decide that it'll always be necessary?" Wind Rider mumbled to himself as he stormed down the hall. "What'll happen if they decide that they can run the world better than us? Who will protect us from this trio of gods and monsters?"

He soon pulled out a cellphone and dialed a number. Waiting a bit as he reached his car a voice picked up. [Yes General Rider?]

"President Harshwhinny has requested that 'they' are to be ready soon... so step up the recruitment process." Rider ordered.

[Understood sir.] The voice replied before asking. [And what about our search for "Agent X"? Should we recall the drones?]

"No. Keep them searching. If we lose them then we'll be in deep trouble with the public." Wind Rider said but deep down he meant Harshwhinny.

[Understood.]

Wind Rider smirked as ended the call. "Desperate times call for desperate measures, and now that project Brainiac is moot, "they" will have to be our aces..."

* * *

Back in Gothamsville, deep in the caves under the cemetery. The damaged coffin was encased in an ominous red glow as the blood coating it was slowly sucked into the hole...

Soon two hollow empty holes glowed a bright blue as two clawed hands blew the top off the coffin. **_'FREEDOM... at long last.'_**

* * *

 **Author's Note:**

Hey guys! Hope you all enjoyed this chapter! Please be leave a comment and be sure to support the TV Tropes page!


	16. Blood is Thicker

Brainiac scoffed as she blasted another drone out of the air. This was getting tiresome, every time she seemed to be closer to recovering her memories from her old body she'd either hit a dead end or the data was too fragmented to piece together. "They just HAD to make it difficult to open up." She whispered to herself as she tore open a drone that came a bit too close to her. "I am just... _so close_. I just need a break through, and with it I'll finally find out who I am... and where my sister is."

She ripped the drone open she pulled out what was essentially it's core; a small, spherical red capsule with several wires coming out of it. Smirking, she unplugged three of the wires and plugged them into the nodes on her forehead. "All right you little Spybot, tell me everything you know..." She whispered as she started scanning every data bank that the drone had in it. It wasn't much, but that was to be expected. It seemed whoever sent them after her knew she'd come after for them and made sure to cover up their tracks, right down to the very little details...

However a small glimmer of hope shined through when she traced the drones seemingly masked signal right back to its source, and one word popped up;

[Cadmus]

* * *

Meanwhile in another city, Red X smirked behind her mask as she slammed her foot down on the stallion's face. "Now then, this can go two ways: One; I break every bone in your body and then you tell me who sent you to capture me. Two..." She pulled something out of her utility belt and held it in front of his face, revealing a syringe filled with Xenothium. "...I give you a little injection of this stuff… and wait for the results."

"Y-you're bullshitting me! Y-you wouldn't use that!" The stallion said, the fear evident in his voice. Red X just smiled evilly as she brought the syringe closer to him.

"Oh just _try me_ asshole."

The stallion shivered in fear as she brought the syringe closer. "ALRIGHT FINE! I'LL TALK! I'LL TALK!" He screamed in terror. "It was Cadmus! They needed me to bring you in!"

"... so it's _them_. I've been waiting for an excuse to break into that place for a damn long time." She growled as she squirted the syringe, causing the stallion to scream in agony... only to reveal it was just water with red dye in it. "You're so fucking easy to trick." She chuckled before kicking him in the face, knocking him out cold.

* * *

 _[Four Hours Later]_

Brainiac landed in a dark hallway, it had taken her a while but she'd found it; Cadmus HQ.

While it would bring her nothing but joy to obliterate this place until there were nothing but ashes, she had to show restraint, after all, there was a reason she was here... however as she exited the hallway and looked the facility over she noticed a very familiar figure sneaking behind the guards. _'Now why would you be here, X?'_ She mentally asked herself as she cracked her neck a bit.

Red X dropped down behind one of the guards and gave him a quick chop to the back of the neck, knocking him out. Wasting no time she dug through his pockets before pulling out a card key. "Bingo."

"So this is what you've been up to since we last met?" Brainiac whispered as she landed behind her, Red X's eyes widened as she quickly threw an X-shaped blade at the new arrival, only for her target to stop it with two fingers. "WHOA, WHOA, WHOA! CHILL OUT!"

"You again?" Red X blinked before retracting her blades. "I have to say, I wasn't expecting to see you outside of the web."

"Yeah well I have some business here... and if you can help me find it I won't rat out your sneaky ass." Brainiac stated firmly.

Red X just snorted with amusement. "Oh _sure_ you will..."

"Or, I just could drag you back to my friend Batmare." Brainiac smirked, her voice carrying a more threatening tone. she's still kind of pissed at you for that incident at the Museum…"

Red X flinched at this, but simply turned away. "Fine, fine, I'll play nice... just try to keep up."

Before she could retort, Red X took off down the hall. Brainiac simply sighed and quickly took off after her. "You do know that this is a government base, right? What could be so valuable that you'd risk breaking in here to steal it?"

"Xenothium. What else?" Red X said rather bluntly. "I gotta hunt for that shit whenever I can to recharge my suit."

Brainiac arched a brow, something was off about the way Red X said that, she sounded... uncertain. "That's it? I figured you'd be after something more valuable than that..." She asked as the two stopped at a large steel door, Red X pulling out the card key she'd snatched earlier.

Before scanning it she glanced at Brainiac and sighed. "Cadmus... took someone close to me long ago... I have to know what happened to them... if they're still alive..."

"... funny. They did the same thing to me." Brainiac sighed. "And people wonder why Harshwhinny has received so many death threats..."

"You mean aside from the fact that she's got a stick so far up her ass she might as well be a popsicle?" Red X snarked as she scanned the card, earning a chuckle from Brainiac as the door opened, revealing a lab of some sort with computers and large tubes everywhere.

"Well now... Harshy, is this what you've been hiding? It'd be SUCH a shame if this place went up in smoke." Brainiac said with a smile on her face as they made their way through the lab. Red X noticed that a few of the tubes had actual ponies inside of them.

"...they didn't." Brainiac mumbled as she stared at one tube, getting Red X's attention. "They... they tried to fucking CLONE me?!" She shouted as she glared at a particular tube, having scanned its contents... and whatever was in there had held DNA coding that was based on her own.

"You can go ballistic later." Red X stated as she walked past her. "The main lab should be just up ahead."

As they continued onward, Red X checked some of the names engraved on the tubes. "Wind Dragon, Shifter, Downpour, Long Shadow... Juice? Really? Who came up with these names?!"

"And what the hell kind of name is Bizarro?!" Brainiac yelled as she and Red X left the room. "Okay seriously? I'm going to BURN this place to the ground."

"Good for you..." Red X mumbled as she sliced down another door and walked into the computer room. "Now then, let's see what we've got here..."

"Allow me." Braniac said as she activated her nodes and started linking them into the system. "Okay... I'm gonna find my sister first... and before you try and back stab me know that just STABBING me isn't going to end your troubles. If anything it'll make things worse."

"...whatever..." Red X scoffed as she glanced at the open door, unable to ignore the sudden chill she felt go down her back. This was a government organization... why was it so easy to break in?

"Come on…" Brainiac said as she searched through the data files. "Where are you Scoots?"

Red X blinked and slowly turned around. _'Did she just say...'_

[ACCESSING RESTRICTED DATA]

"Bingo. Alright X, if you wanna start looking? Do so right now." She said as her nodes started to glow. " I gotta make sure these firewalls stay offline..."

"Alright, let's see..." She mused to herself as she started typing. "Project X, Project X... aha! Found it!" She smiled behind her mask that she opened the file. "OK, so according to their research, Xenothium is highly dangerous to any equine save for the family that created the Red X mantle..."

"You have a family of thieves?" Brainiac asked curiously. "That sounds sorta hardcore. So what were they like... Robin Hood characters? You know, _before_ you fucked up the line up?"

"Oh, shut up." Red X groaned as she continued reading. "This family possesses special genes that render them immune to Xenothiums hazardous effects, allowing them to use the chemical endlessly... upon tracking the family line they proceeded to abduct their firstborn in order to possibly replicate these genetics... probably so they could make an entire army of Xenothium-using super soldiers..." She stopped as she reached the end of the file and opened up another one. "This is it! _This_ what I've been looking for!" She smiled and she quickly opened the file... and behind her mask her expresion quickly changed to anger...no that... NO!" Red X shouted as she moved away from the console, drawing back her first to smash the screen... only for Brainiac to grab her fist at the last minute.

"WHOA THERE PUNCH HAPPY! WHAT'S GOT YOU SO PISSED?!"

"...the project... m-my sister was part of a project...those bastards experimented on her..."

"Dude, I get it, you're pissed, but there's still more data to recover from this place!" Brainiac stated as she glanced back at the screen... only to freeze the moment she read the file herself. "...no... that... that can't be right!"

"My sister w-was... project Braniac." Red X whispered in disbelief as she took her mask off and looked at her. "... y-you... you're my sis!"

* * *

Unknown to either of them, in a facility far from their current location, someone was watching them through a series of computer screens in a dark room.

"Aw, such a touching family reunion…" The figure smirked before pressing a button. "And now to turn it into a funeral…"

* * *

"B-But that's not-you can't be-I don't even-" Brainiac stuttered, trying her hardest to comprehend the situation. "I-I'm related to a family of thieves?!"

That... surprisingly cut Red X VERY deep. She was finally reunited with her sister... shouldn't this be a happy occasion? "S-sis... c-come on I-I finally found you!"

Brainiac however, was losing her temper. "I can't believe this! All this effort to recover what I lost, and it turns out I was born from a criminal family! Is this some sort of sick joke?!"

"...c-criminal?"

"Yes, criminal!" Brainiac shouted. "Someone who steals for a living! What else do you call that?!"

Red X glared at her and put her mask back on. "At least I know where you stand now... and now that I think about it... you can't possibly be my sister... BECAUSE SHE WOULDN'T ABANDON ME!" She yelled as she summoned a red energy "x" that exploded in Brainiac's face.

"Abandoned? ABANDONED?!" Brainiac repeated as she pulled herself up. "I WAS KIDNAPPED YOU LITTLE SNOT!" She screamed before charging at her, slamming her into a wall.

Red X yelled in pain, This wasn't like before in the digital realm, She felt her bones nearly snap and she screamed in pain. Why did her psycho sister have to be Supermare's equal in strength?! She tried pushing her off but she couldn't... she was too strong.

"Do you have any idea what I went through as their little guinea pig?!" She continued as she grabbed her by the neck. "Test after test, experiment after experiment, getting entire LIMBS replaced after every single one of their "training sessions", all just to see if I was born like YOU!"

"R-Rainbow." Red X managed to choke out, this alone caused Brainiac to pause. "I-I was looking for you...for so long... I-I finally found my big sis... d-don't make me lose you again... f-family sticks together."

Brainiac glared at the mare, this criminal, she was just another thief, family or not... it didn't matter how long she'd searched... how long she'd worried... how long...

...how long had she been crying?

She looked deep into her eyes, seeing so many conflicting emotions... she then glanced at the screen behind her, it displayed her parents, her as a young foal, playfully hugging her mother's belly, back when she was still pregnant... with her little sister...

She then looked at her reflection in the screen… and saw the Brainiac protocol staring right back at her... smiling.

 _'... you knew.'_ She said mentally. _'You knew since I first saw you... you smug bastard.'_

[BUT OF COURSE. WHO ELSE BUT SOMEPONY OF YOUR BLOOD COULD POSSIBLY USE SO MUCH XENOTHIUM?] Her reflection replied. [THEN AGAIN, THE SIGNALS THAT OUR SUPERIORS SENT US WERE VERY HELPFUL IN GETTING YOU THIS FAR...]

Brainiac took a moment to realize what this meant... before loosening her grip on her sister. "I'm going to throw you... just be ready to teleport away from here Scoots."

"Wait, wha-WOAH!" She yelped and she was thrown across the room, acting on pure instinct she quickly teleported to the lab, downright baffled by what just happened.

Brainiac smiled as she looked back at her Protocol. "You wanna try making me hurt my sister now? Because I can tell you RIGHT now... I'm _never_ going to hurt her again."

Much to her surprise however, the protocol stills kept smiling. [YOU MAY NOT, BUT I'M SURE **SHE** WILL.]

"What are you talking about-"

*WHAM*

The sound of her little sister getting slammed into a wall snapped her out of her thoughts, turning around she saw the last pony she expected to be here. A mare with a pale coat and deep turquoise mane...

"INDIGO ZAP?!"

The mechanical beast stepped out of the smoke and looked around before seeing her... its own eyes widening before a chuckle. "Well my servos must be off because I think I'm seeing a whole new pony! That you Brains?!"

"W-Wait, you two... know each other?" Scootaloo groaned as she slowly got up… only for Indigo to step on her back.

"Stay down brat, the grown-ups are talking."

"INDIGO GET THE HELL OFF OF MY SISTER!" Brainiac yelled as she pulled out a laser and blasted her across the room. "GET OUT OF HERE X!"

Indigo staggered back while Scootaloo teleported next to Brainiac. "That's not happening! I'm not losing you again!"

"Well isn't that touching..." Indigo smirked as she recovered from the blast. "Sorry Brains, orders from above, you and your sis aren't leaving this facility alive."

"Indigo, what the hell?!" Brainiac shouted as her brain started putting together a plan. "We're supposed to be friends!"

"I AM your friend Brains, but you know what happens when I disobey." Indigo said with fear in her voice. "I hate that I still can't test my "heart" out... but then again Supes isn't exactly a threat yet is she? But you... you're a threat to our security."

"I came here to take back what was stolen from me!" Brainiac retorted angrily as she spread her wings. "Cadmus kidnapped me, used me! You of all ponies should know what that's like!"

"THEY SAVED MY LIFE!" Indigo retorted. "AND GUESS WHAT?! I GOT A NEW NAME NOW! MY NAME IS METALLO!"

The nodes on Brainiac's forehead glowed as Scootaloo stood beside her. "As badass as that nickname is, I'm not about to let you take what's left of my family!" Red X stated as her suit started glowing with energy.

"Uh... Brains? Your sis glowing... is that a good sign?" The newly dubbed Metallo asked, Red X simply released an X-shaped blast in response and sent her through another wall.

"Sis... time for a little plan."

* * *

Metallo's hand burst out of the rubble as she picked herself up, slightly damaged but still functional. "OK Brains, you want do this the hard way? Then I'll just have to drag your remains back to the boss!"

"Aw come on now Zappy... you and I both know I outclass you in the smarts department." Brainiac taunted, Metallo noticing that she was by herself.

"Your little thief friend ran off... shame... I kinda liked her, but like I said... orders are orders."

"Indigo, I really don't wanna do this... but you're making it really hard not to rip you apart!" Brainiac said as she stepped through the hole she blasted her through.

"You think I want to do this too?!" Metallo shouted back. "I literally have no choice! I _like_ keeping my body functioning!"

"Then come with us! I know someone who can help you the way they helped me!" Brainiac retorted, trying to at least get her old friend to see reason before going through with her plan.

"Brains I... I can't take that risk." Metallo said with a sad tone. "If I disobey... the my reactor shuts down and they terminate me... I'm sorry." She said as she made one of her arms turn into a glowing green blade.

Brainiac sighed as the feathers of her wings became sharp blades pulsating with electricity. "So am I..." She said before charging at her, fully intent on defeating her opponent. Metallo used her blade clash against her wings as, locking eyes with her, though she couldn't show it... she really didn't want to do this... she wanted there to be another way out... but there wasn't one. Brainiac quickly gave her a swift uppercut to the jaw, sending her flying through the ceiling and then fired several lasers upwards as she flew after her, not giving her a moment to recover.

 _'Alright sis. You better be ready soon.'_ Brainiac thought as she got close enough to grabbed Metallo and pile-drive her into the ground. Then just as she let go of her, several 'X's appeared on the walls of the room and bolts of concentrated Xenothium started striking Metallo from all angles as Brainiac quickly took off. "NOW X!" She shouted as she blasted through the ceiling, her sister, having stayed hidden while laying out her trap, following close behind. Several charges Red X had set immediately went off in various parts of the base, the Xenothium within them eating away at various support beams, causing the base to collapse in on itself before Metallo could recover and escape, leaving her to be buried under several tons of debris.

* * *

"...think she's dead?" Red X asked as she landed next to Braniac.

"Who Indigo? Naw, that metal could handle three tanks dropped on it. At best we've slowed her down." She stated bluntly.

Red X stared at the remains of the base for a few seconds... and saw the debris shake a little. "We should leave. Like, NOW."

"YEP." Brainiac said as she grabbed her sister and blasted off.

* * *

"...so... now what happens?" Rainbow finally asked as they landed. Her sister stretched a few times before she took off her mask.

"I... well I mean I..." Scootaloo tried to say something but she couldn't bring herself to do so. For the first time in her life she was completely stumped as to what to do.

"Listen... I don't know what you went through to find me...but..." Rainbow paused, trying to find the right words to use. "Well, maybe it's time you turned your life around?" She suggested, placing her hand on her shoulder. "You don't have to steal anymore... why not use that suit to help ponies instead?"

"..." Scootaloo just hugged Rainbow as tight as she could with tears in her eyes. "I-I've missed you... I've missed you so much."

Rainbow simply embraced her sister, letting the tears flow, at this point she didn't care about anything else, she'd finally found her sister, the only part of her family that still remained, and was never going to let her go.

"... so what now sis?" Scootaloo asked her. "I mean you're the 'brains' between the two of us. What's our next move?"

"Well, like I said, you don't really have a reason to steal anymore... why don't you start working with me?" She smiled. "My boss is kinda strict, but trust me, she has enough power and connections to keep Cadmus from trying anything with us."

"Thanks but... I don't work well with big groups." Scootaloo said with tears in her eyes. "And well... I never did say I stole from people who didn't deserve it."

Brainiac sighed as she stared down at her. "And... how do you plan on fixing that?" She asked, giving her a stern glare that only an elder sister could give.

"I'll figure something out sis." Scootaloo said as she gave a mischievous smile. "I think you'll like what I have in mind." With that she gave Rainbow a peck on the cheek and put her mask back on before teleporting out.

Rainbow could only smile as she took off into the sky... and then scowled as she remembered her little "episode".

"There's no way I'm ever letting you out again…" She told herself, but in the back of her mind she could hear a sinister chuckle...

* * *

Harshwhinny slammed her fist down on the table in rage as she watched the footage. "This is unbelievable! How the hell did they even find our research facility!?"

"There was a leak ma'am. Someone gave away the facility's coordinates." A scientist told her while making sure to stay a good few feet away in case she punched someone.

Harshwhinny growled as she turned off the screen, mentally reminding herself to put a bullet in the head of whoever leaked their information. "Is there anything we can salvage from this? Anything at all?"

"Well... there is one thing." A familiar voice said, Harshwhinny grumbled as she turned towards General Wind Rider.

"You can't seriously mean the Elite program. That was turned down several times for a very good reason."

"And now we have an even bigger reason to use it!" He retorted angrily, pressing a button on the table and turning the screen back on. "Look at this! Not only has one of our projects grown rogue, but now it's attacking our facilities! Who's to say she won't turn her attention to the public once there is nothing left!?"

Harshwhinny growled as she looked at the screen, what he was saying was true... but it was... it was too easy... and she knew for a fact that Wind Rider had something to do with it. Blinded by his hatred towards... most everyone that was either mutated... or simply not from their country. The only reason he stayed was because of his military insight and tactical genius and any fault that may have clearly been his has all of the evidence seemingly vanish.

Before she could reply however, one of the scientists pointed to the screen. "Look! She still functions!"

The two turned to see none other than Metallo bursting out of the rubble. "Dispatch a team to pick her up immediately, be sure to set a perimeter in case any citizens get curious!"

"Yes ma'am!" One soldier said as he saluted her and raced off.

Wind Rider breathed a small sigh of relief at this... and then noticed the glare Harshwhinny was giving him. "Don't give me that look, if you would have the common sense to send out our agents beforehand this situation wouldn't have happened!"

"That station was meant to be abandoned and all records removed." Harshwhinny retorted, this caused Wind Rider to growl under his breath... a rare misstep on his part...

Before he could respond however, another one of the scientists rushed into the room. "Miss Harshwhinny! Your presence is required immediately!" She stated, pausing to catch her breath. "Our... our agents have uncovered the artifact you were searching for!"

Harsh just sighed in relief... thought it was clear Metallo was angry and beating herself up over something...

Harshwhinny groaned as she turned to the scientist. "I'll be there in a moment." She then turned towards Wind. "This is far from over."

As she left, Wind simply shook his head in disappointment. "So short-sighted, your hesitance will be Cadmus' undoing..." He sighed as he exited the room and pulled out a communicator. "Are the agents ready?"

"Yes sir. But I still have to-" Whatever the speaker was going to say was cut off by Wind Rider.

"Then send them out. Show the world that Supermare isn't needed anymore..."

 **Author's Note:**

Hey guys! Hope you all enjoyed this double-whammy of an update! Just so you know, both this chapter and the next one take place roughly at the same time.

Anyway, please be leave a comment and be sure to check out the always-updating cast and characters blog! And also support the TV Tropes page!


	17. Daughter of Krypton

_[One Week Earlier...]_

Back at Maretropolis, Twilight stood atop the roof of the Watchtower. As the sun rose over the horizon she took a deep breath and flew into the sky, letting the wind flow through her mane. She smiled as she zipped through the clouds, letting the freedom of flight take over. "I should do this more often... maybe take Rainbow on a trip as well." She said to herself with a small giggle.

However, she was soon brought out of her thoughts by a familiar ringing in her ears. Or more specifically; a high frequency ultra-sonic signal. Sighing, she turned around and swiftly flew back to to the tower…

...down below however, a single figure watched from atop one of the buildings, it's eyes narrowing as it slinked back into the shadows…

* * *

"Is something wrong Dash?" Twilight asked as she entered her lab… and saw her tinkering with a familiar device on a lab table. "... please tell me you're not messing with the Phantom Zone projector."

"Messing with it implies that I don't know what I'm doing. In which case you'd be talking to Pinkie." Rainbow retorted dismissively. "I'm very close to figuring this thing out, now that I finally managed to rebuild it after you _wrecked it_ back on War World…."

"Smashing it was the only way to prevent that bastard Mongul from summoning more criminals!" Twilight retorted, crossing her arms in irritation.

"Agreed... but here's the thing, I checked over the device... it's _Kryptonian_ in nature." Rainbow said with a smile.

Twilight's eyes widened with shock. "... you mean... it's a relic from my homeworld?" She asked her as she looked over the device.

"You betcha!" Rainbow explained, she then opened a hatch on the side and started fishing around for something. "I have to say, I'd really like to shake the hand of the guy who built this thing… unfortunately there is one crucial part that's missing, and that's its power source." She stated that she pulled her hand out, reviewing a few green crystal shards. "From what I've been able to uncover, the projector needs a specific crystal to tune it to the right frequency in order to pull a specific target in and out of the zone. Without it, this thing ain't working."

However, the shards then started glowing brightly, causing Twilight to feel extremely nauseous in response. "M-maybe you can put those crystals somewhere else? I'm... starting to feel… off..." She groaned.

Rainbow saw this and quickly stored them in a glass canister. "There, you feelin' better?"

Twilight gasped as she held her head for a few seconds, trying to regain her bearings. "Still feel a little sick in the head... what in Tartarus IS that stuff!?"

"Heck if I know, the most I could gather that it seems to need a fuel source for this device." Rainbow pointed out as she placed the glass canister into a small slot on the computer, she started typing and the computer begin to scan the crystals. "And to power this device I'm going to have to find more of it..."

"Well... try and see if you can find a better power source then the cancer rocks... seriously I felt poisoned or something near those damn things." Supermare said as she eyed the crystals on the screen.

Rainbow said nothing as she started typing, as the computer continued to scan to the crystals she glanced at Twilight. _'I've never see Twi like that before... how the hell could just a few small crystals make her feel that weak?'_ As she turned back to the computer screen, she briefly saw her other self staring back at her with a dark smirk, she shook her head furiously. _'No, don't focus on that!'_ She told herself as the computer finished scanning. "Okay I got some good news! There's actually a crystal that can act as a substitute!"

"Please tell me it's not one that makes me want to puke my guts up." Twilight asked, still feeling nauseated from the green gems. "I mean no offense but who would power a device with green cancer?"

"Well the energy output isn't 100% similar, so I doubt it'll give off the same kind of radiation..." She stated as the computer began pinpointing the location of the crystals. "Let's see... apparently they're located in a sector known as the Forgotten Zone..."

"That sounds ominous... not as much as the Phantom Zone of course but still." Twilight said as she turned to leave... but then turned her to Rainbow. "You know... it's a long trip to the area... think you want to come with? So I'm not alone?"

"Well I don't see why not-" Rainbow began, only to be interrupted by the alarms going off. "Ugh, what now!?" She groaned as the screen started displaying several spherical robots that had been sighted in a nearby city.

"What's the alarm about?" Twilight asked as Rainbow adjusted her parameters and scanned the drone.

"I installed a software that turned the city into a giant radar beacon in case something came up, it just picked up some sort of recon drone... I gotta go check it out." Rainbow growled as she went into combat mode and flew out a hatch.

Twilight sighed as she left the room. "Looks like I'm going on a one-mare trip..." She said as she walked over to the computer and pressed a few buttons, on the opposite end of room a section of the wall opened up to reveal a suit of dark blue armor with the "S" symbol on it. Detaching her cape, she she placed her hand over the symbol, causing it to open up for her. She turned around and slowly backed up into the suit as it closed up around her, forming an airtight seal and well as a visor over the helmet. Once the preparation process was complete, a large hatch opened above her and she took off towards the atmosphere... and into deep space...

* * *

"Alright ya fraggin' waste of air, start talkin' before I start blastin'!" A strange blue-maned, yellow-coated biker alien pony demanded from a mole... beaver... thing as it pointed a giant shotgun right into it's mouth. "Ya got till the count of ten! One! TEN!"

"No no no WAIT-AAAAGHH!" The creature screamed as the contents of his head painted the wall behind him.

"Woops... my trigger finger must have gotten itchy..." He scoffed before turning to the remaining residents of the bar, specifically the ones sitting at the table he just yanked their associate from, both of whom were shivering in terror. "Let's see, who to interrogate next...? Eenie... meenie... miney... YOU!" He shouted, grabbing what appeared to be a cowering duck from under the table. "Alright Daffy, you better start yapping that beak of yours before you join your friend over there, now WHERE ARE THOSE CRYSTALS!?"

"W-what the fuck's a Daffy?!" The duck alien asked as he just squeezed his throat.

"Not that important. What's more important is me knowing where those crystals are so that I can beat those damn chickens to it before they can get a chance to use it! Nobody cons the Main Man! NOBODY!"

"Alright, alrig-GAAK!" He gasped as his interrogator continued to squeeze his neck. He slowly reached into his pocket and pulled out what appeared to be a circular iron plate. "Th-this data chip h-holds the coordinates for the crystal mines!"

"...really? That's a data chip? Looks like a damn frisbee." He said with a smirk as he took it and then flicked the duck into a rabbit-ish alien.

"You're... desssspicable." The duck alien said with a hiss as it morphed into a snake.

* * *

In the deep reaches of space, a large vessel drifted through an asteroid belt, it's in the main control room its Captain was casually looking through several wanted posters, occasionally glancing at the locket in her left talon. "No... no... no... Seriously, how hard is it to get info on one stupid-"

Just before she finished however, the scanners started beeping, she quickly turned to one of them and tapped the screen a few times. "... that's impossible..." She whispered to herself before she slammed her fist down on a button, immediately sirens went off throughout the ship as her crew got to their battle stations.

The screens around her vanished as a single much larger screen popped up before her with a map of the current star system on display, a circular red icon pinpointing exactly where the signal was coming from. The Captain could only smirk at this. "Full Speed Ahead boys! If that signal is accurate we'll be looking at one hell of a Payday!"

"Yes Captain!" The ceremony chanted. With that the ship began a cruise towards what could possibly the biggest discovery of their lives. And as they ventured forth the Captain opened her locket, staring at the picture inside…

"I'll be back soon… I promise…"

* * *

In the depths of space on a frozen, lifeless planet, Supermare flew past several mountain-sized glaciers as she honed in on the signal. "There's gotta be an underground cave or something..."

She looked around once more and then glared at the monitor in her hands. She growled as it kept beeping right where she was at. "Seriously? Give me a little more to work with!"

As she floated down towards the the surface however, she noticed something sealed in the ice... something that appeared to be glowing. "Wait... of course!" She smiled inside her helmet and she flew upwards, hoping she was high enough to make an impact when she crashed down. "Let's just hope whatever is in there isn't as fragile as the ice..." She mumbled to herself before shooting downwards towards the surface

She hit the ice with the intensity of a meteor, creating a massive fissure in the landscape has the surface broke apart under her power. Looking up as the dust cleared she saw that whatever was sealed in the ice was some sort of ship, smirking at this the Kryptonian flew out of the crater and repeated the process.

"Alright! Now we're in business." Twilight said as she smiled. "Now then... let's see where you're at." With that she pried open the outer casing of the ship, soaring through the interior of the ship, occasionally passing by a corpse of one of the crew members. As she glanced at the emblem on what was left of their uniforms she couldn't help but feel guilty... she had survived and yet so many of her kind had lost their lives without finding a new place to call home...

However as she passed by one pod with the name Kara on it she soon heard the monitor start beeping rapidly... the crystal, whatever it may be, was close by. She then saw that there were three doors, two lead to a new room... and one was a janitor's closet basically. "Alright... Eeny, Meeny, Miny, You." She said before picking the last door on the right, ripping the door off its hinges and letting it float away in zero gravity as she flew down an elevator shaft into the lower levels of the ship. The beeping getting faster and faster as she landed at the final floor.

Kicking the door in she found herself in what appeared to be a generator room, it was spiracle in structure and had a massive cylinder in the center surrounded by various computers. "So this must be where the power for the ship was stored." She mused as she flew in. She soon approached the only computer that wasn't completely trashed, it seemed to have some semblance of power still left in it. She was about to touch it when it lit up and began scanning the symbol on her chest. "... um... hello?"

[SCA...ING... S...NNING...] The computer jutted as the very same symbol appeared on the screen in a mess of static. The central cylinder whirred to life, energy flowing and old cables sparking after remaining inactive for so long...

[SYM...L RECO...IZED... INI...ATING SECURI... ...RRIDE] The computer continued as the main cylinder let out a loud *CREEEEK* as it slowly opened up, revealing five small capsules, each containing a glowing crystal...

"Bingo." Twilight as she grabbed them and placed them in a small container on her waist. "And now to make myself scarce. Don't need any unwarranted attention from others after all."

Just then the entire ship shook violently, catching the Kryptonian off-guard. After which it slowly started tilting sideways... as if it were being pulled upwards...

* * *

"Alright boys, keep pulling! The moment the ship is freed from the ice, we'll help ourselves to the plunder within!" The Captain proclaimed as her ship fired several more anchor lines to tether itself to the abandoned ship, the engines firing up as they attempted to rip the ship out of the ice.

"Main cannons are armed in case of any trouble ma'am!" One of the crew shouted.

The Captain merely smiled as she twirled a small knife around in her hands. "Alright lads. Time ta get some well earned booty!"

"But ma'am, we're nowhere near the strip club!" One of the Pirates quipped, earning several snickers from the rest of the crew.

The Captain simply rolled her eyes. "Yes yes, I said "booty", very funny-JUST FOCUS ON THE TASK AT HAND!"

However just then the entire ship shook as several sirens started going off, the main screen displaying the ship changed to a close up on the face of a VERY angry-looking stallion. "HEY CAPTAIN BITCH-BIRD! REMEMBER ME!?"

"Why does the universe hate me?" The Captain asked herself in a single moan... and failed to notice Twilight flying out of the crashed ship...

* * *

"Looks like I'm not the only one who noticed this signal after all..." She mused to herself as she flew away from the massive crater as fast as she could. Normally she'd have no problem blessing apart of ship or two, but the last thing she needed was to risk damaging the crystals. "I'll just let them waste their time on an empty ship, wait 'till I'm at least over the mountains before I make my way off planet, and then-"

*KRA-KOOM*

Her thoughts were immediately interrupted by the sound of the ship's cannons being fired, followed by something slamming into the ground right in front of her, prompting her to stop dead in her tracks. At first she assumed that they had spotted her and we're currently buying on her position, only to notice a figure slowly pulling himself out of the crater. "Ow. Ok bitch, you wanna play rough!? I'll send you flying into a black hole when I'm done with-"

"LOBO?!" Twilight shouted in utter shock. The stallion merely turned her way and smiled.

"HEY THERE! GIRLSCOUT RIGHT?!" Lobo yelled... before he was blasted by one of the cannons. "OW, BITCH!" He screamed as he pulled himself out of the crater of second time.

Twilight shook her head as she helped him up. "Wow, what did you do to piss _them_ off?"

"ME!? Those stupid winged bastards are the reason I got shoved into War World!" He explained as he dusted himself off. "I warned that the next time I saw them I'd roast their Captain alive and eat her for dinner!"

"Wait, THEY'RE the reason I was stuck with you?!" Twilight yelled as she turned her glare at the ship again. "Oh, they are gonna PAY for that torture!"

"Torture? Is that what you called it?" The Pegasus smirked as he pulled out his guns. "Last I checked you enjoyed what we did in the-"

"YOU SHUT UP!" She screamed, her helmet hiding her blush.

* * *

"Okay lover birds, you just keep babbling." The Captain sneered as she aimed her cannons at them. "I'll just blast you to kingdom come while you just yell at each other."

"Captain, our scanners are picking up the energy signature... and it's coming from the female instead of the ship!" One of the Pirates stated as the camera zoomed in on the duo.

"Wait... SHE has the crystal?!" The Captain asked as she used their cameras to zoom in. "A-are you... are you KIDDING ME?! The damn power source is getting less worth every minute it's out dammit! We need it YESTERDAY!"

"YES MA'AM!" The crew shouted as the the grappling lines were unhooked from the abandoned ship and retracted into the cannons. Frustrated, the Captain eyed the spiked mace hanging on her wall...

* * *

"So how did you even _find_ these guys?" Twilight asked Lobo who had a smirk on his face.

"Oh I know a few squealers who know better then ta cross the main man." He responded with a twinkle in his smile that made Twilight groan in disgust.

"Plus, apparently that ship had some rare crystals on board..." He explained as loaded his guns before glancing at her belt. "...and it seems you've got a few to spare..."

"Yeah but I need them for a reason. You and the pirates just want to sell them for... how much are these babies worth?" Twilight asked rather quickly with a curious look on her face.

Lobo smirked at this. "Remember my bounty? Five times that." He stated before firing upon the ship. "Com'on, you got at least five of them, just chuck two my way and I'll hook us both up-WOAH!" He shouted as he darted to the side, just barely avoiding another blast from the cannons. "YOU FRAGGIN' PIRATES I'M GONNA SKIN AND FRY YA UP TO ENJOY ON A LUNCH BREAK!" Lobo shouted in pure anger before being blasted through the head.

Twilight rolled her eyes as she turned her attention to the ship. "Oh no! You monsters! How could you!?" She "weeped" as she casually crossed her arms. "I can't believe you would be so heartless as to-oh for the love of-are you going to regenerate or what!?"

As if on command he held up a finger as if to say 'one minute please' and not long enough a new head formed where his old one used to be. "GAH! That fucking hurts! Then again what can I expect from a CHICKEN?! How's about that? I guess the C in your name stands for COWARD!"

* * *

The entire crew went silent at this insult, one of the crew members hesitantly turned his attention towards their Captain...

...only to find the chair empty, and her spiked mace now missing from the wall…

"Oh this... this is not good boys." He said rather timidly.

* * *

"...you really wanna get us our asses kicked don't you?" Twilight asked Lobo as he twirled his hook chain.

"What? You think you can't handle one simple Thanagarian, Girlscout?" Lobo asked in a cocky tone.

Twilight's eye twitched at this, but that was quickly replaced by a coy smirk. "I'm just making sure you I don't have to scrape up what's left of you after this is over… Flash."

THAT got Lobo flustered. "THOUGHT I TOLD YOU NOT TO USE MY REAL NAME IN PUBLIC!"

"Oh please it's not like your fans are anywhere nearby." Twilight said with an eye roll but Lobo quickly looked around before sighing in relief, feeling for certain that his dignity could remain in tact.

"HEY LOVEBIRDS!"

The two looked up towards the source of The Voice, only to see the ship's captain now donning her own armor flying towards them with, spiked mace in hand. Before either of them could react she slammed it into the ground in front of them, sending out a massive shock wave.

"WHAT KIND OF MACE DOES THAT?!" Twilight yelled as she felt the explosion from the slam. "I MEAN I GET IT'S A HEAVY WEAPON BUT COME ON! THAT'S A BIT EXCESSIVE!"

"IT'S MADE OF NTH METAL!" Lobo explained as he braced himself. "THAT SHIT IS NATIVE TO HER HOME PLANET! AND TRUST ME, YOU DO NOT WANT TO GET HIT BY IT!" He shouted as he saw the captain emerging from the smoke of the impact. "LAST TIME SHE STRUCK ME WITH THAT THING I GOT MY HEAD SMACKED ACROSS THE GALAXY!"

"OH THAT'S JUST WONDERFUL!" Twilight yelled as Celano cracks her neck and turns towards Lobo.

"Okay so... what was that about me being a coward!?" She snarled as she gripped her mace hard. "Because right now you seem more scared of me the I am of you."

Lobo smirked at this. "Nah, I just prefer should beatdown my opponent up-close and personal!" She responded, cracking his knuckles and slamming his foot on the ground for emphasis.

"And in case you've forgotten, I'm here too." Twilight pointed out as she rushed towards the Thanagarian Captain from behind, the moment she was at arm's length she delivered a sharp kick to her side…

...only for her target to catch her by the leg. "Oh I didn't forget... I'm just making sure you both are dumb enough to get close to me!" The Captain said as slammed her into Lobo. "And now I'll actually finish what War World should've done!" As she said this her mace lit up with electricity.

"Come at me you skank!" Twilight shouted as she re-positioned herself in zero-g and flew towards her, the helmet hiding the near-livid expression on her face. "I'm going to rip off those feathers one by one until there's nothing left!"

At that moment however the Captain slammed her mace down on her helmet, slamming her into the ground hard enough to create a massive crater, sending several chunks of ice flying everywhere. "You'll have to move faster than that!" The Captain mocked as she grabbed her by the belt and lifted her up, but before the Captain could bask in her accomplishment, a chain immediately slinged itself around her mace and yanked it out of her grasp.

"You're always _so_ confident when you have this baby at your disposal, let's see how well you fare without it!" Lobo smirked as he caught the mace.

"GIVE THAT BACK! YOU GIVE THAT BACK RIGHT NOW!" The Captain yelled as she tossed the Kryptonian aside and flew at him at break neck speed. "THAT WEAPON HAS NO RIGHT BEING NEAR YOU!"

"Oh no you don't don't!" Twilight screamed as she recovered and flew after her, grabbing her by the leg when she was just within arm's reach of her target. "I'm not done with you yet!"

"Hold her for me, girlscout!" Lobo shouted as the mace crackled with energy. Wasting no time he rushed towards the pirate and slammed it into her side, sending her spiraling into an Ice Mountain.

"...well honestly that was actually rather quick." Supermare said with a raised brow. "Anyways I have to get moving with these crystals so-" However she checked her back, she suddenly noticed that one of the crystals around her belt were missing. "What the-!? When did she!?" Before she could finish, several lasers were fired down upon the two from the ship. "Oh right! Forgot about her damn crew!" Lobo groaned as he quickly leaped onto his bike and revved up the engine, speeding off with Twilight flying beside him.

Sadly their getaway was cut off by another turned of lasers striking the land in front of them, forcing them to make a u-turn... and end up witnessing a less than appealing site:

The pirate ship had reattached its grappling lines to the abandoned Kryptonian ship, dragging it straight towards them. After a few seconds the grappling hooks retracted and they proceeded to fire upon the empty ship itself, turning it into a flaming wreck as it was sent crashing down towards the two

"...YOU BASTARDS! THAT SHIP BELONGED TO MY PEOPLE!" Supermare shouted as she grabbed one portion of the wreckage and used it to bat the other ones away. "I'LL RIP YOU APART FOR DESECRATING MY RACE!"

As the Captain pulled herself out of the crater she'd been smacked into, she was greeted by the sight of her crew's actions... and the Kryptonian's rage reaching new heights previously thought unreachable…

"...oh joy she's a damn Kryptonian." She mumbled to herself before glancing at one of the crystals she'd snatched off the Kryptonian right before Lobo took her mace. "Still, treasure is treasure…"

* * *

Twilight and Lobo continued to bash and punch away the debris, Twilight using her super strength and Lobo using his newly-obtained mace.

"I don't suppose you have any bright ideas!?"

"Punch them to oblivion!" Supermare shouted causing Lobo to nearly jump with how vindictive she sounded.

"Okay, you see the problem with that is: when we were together on War World I had the exact same strategy and you talked me out of it." He replied as he bashed away a damaged escape pod. "The fact that _I'm_ questioning the logistics of that strategy should tell you something!"

"IT MEANS YOU WANNA BE A COWARD! THESE AREN'T THINKING SOLDIERS OR GENERALS! THEY'RE JUST PIRATES! THEY'RE HISTORY DESTROYING, LIFE RUINING PIRATES!" Supermare shouted as she leaped towards them.

Lobo was taken aback by her tone as she continued to punch her way through the sea of debris hurtling towards them...

...unfortunately, he was too distracted to notice someone sneaking up behind him. Before he could react the Pirate Captain slammed an electric staff right into his back, sending several volts of electricity through his entire body. Thankfully the voltage wasn't enough to knock him out but it still hurt! "YOOOW! LADY WHAT IS YOUR DEAL?! YA TRYIN' TA DEEP FRY ME?!"

"That's the idea dumbass!" Celaeno shouted at him before bashing him across the face with the staff. "Those crystals are mine! And after I'm done with that bitch of a Kryptonian, I'm taking your head as my trophy!"

"Oh yeah?! Well why-"

"UH, CAP! WE GOTTA LEAVE! JUST LET THEM HAVE THE STUPID CRYSTAL!" Celaeno heard one of her crew shout into her comms. "WE'RE PICKING UP TELEPATHY SIGNALS AND THEY'RE... THEY'RE MOVING RIGHT TOWARDS US!"

"What the hell do you mea-" Celaeno began in disbelief... only for her communicator to show her a holographic display of where exactly the signal was coming from. Her expression shifted from anger... to genuine fear. "No..."

This little distraction was more than enough for Supermare to catch her off guard and deck her across the face. Lobo quickly pulled out his chain and fling it at the crystal fastened to her belt and yanking off. "Yoink!"

"Okay screw this! You two lovebirds can keep that damn crystal! I'm out of here!" Celaeno said as she flew towards her ship, as it slowly began starting up. She made it just as lift off was achieved. "JUST BOOK IT!"

For either of them could register what had just happened, the ship's engines fired up as they flew away from the planet as fast as possible.

"Uh... what the hell was that all about!?" Supermare asked in confusion as Lobo carefully inspected the crystal he'd snatched. "Seriously, she was ready to fight beak and talon for these things and then suddenly she just abandons them!?"

"I dunno. Anyways Girl Scout. Think I can have half of this? Looks really nice." Lobo asked with a smirk on his face as he twirled the crystal... and then dropped it... thankfully it didn't break but the point stands.

"We're in zero-g, how did you even...?" She groaned under her helmet before deciding not to question it. "Fine, you can keep one. However" the other two are going with me, end of story. Got that?

"Sure thing toots. And remember. You know where ta hit me up if ya wanna do this again sometime!" Lobo said with a smirk as he the crystal into his pocket. Twilight just smirked back as the biker drove off into space.

... sadly that smile immediately faded when she felt to chill go down her spine. Upon glancing behind herself she saw nothing but the vast emptiness of space... and yet she felt like she was being watched by... something...

Shaking the feeling off, she immediately flew off in the opposite direction, making a beeline for her own planet, the last thing she wanted to deal with was whatever made the Pirates flee for their lives…

* * *

Many hours later, Twilight had returned to the Watchtower only to discover that Rainbow was still out on her mission, whatever it was. Tired out from her own little space venture, she'd deposited the crystals in a secure vault and treated herself to a nice hot shower.

"Ah, it's good to be back home..." She smiled, stretching her limbs as she walked out with nothing but a towel wrapped around her body.

….and then in came running Rainbow Dash, with the biggest and stupidest grin on her face. "HEY TWILIGHT! I FINALLY FOUND MY FAMILY!"

"GAH!" Twilight yelped as she jumped back, causing her to slip on the wet floor and fall to the ground, giving Rainbow a very…. interesting view between her legs.

"... okay, so Twi. Is that naturally well kept or did you use heat-"

"FINISH THAT SENTENCE AND I WILL INCINERATE YOU ON THE SPOT!" Twilight snapped, blushing in embarrassment as she picked up her towel. "Sheesh, why don't you just take a picture while you're at it? It'll last lon-"

*CLICK*

Rainbow's eyes glowed for a brief moment as a shutter sound went off.

"I DIDN'T MEAN LITERALLY YOU IDIOT!"

"I mean it's just so clean-" Rainbow started before seeing Twilight's eyes glowing as she prepared to use her heat vision. "Nevermind shutting up right the hell now. Not worth it." She said as she slowly backed away.

"I swear, sometimes I wonder he's more perverted, you or Pinkie..." She scoffed as she made her way towards the changing room. "Anyway, I got those crystals you needed, they're in the safe. Now then, you were saying something about your family or something?" However Dash had already vanished back to her lab meaning she wasn't going to appear for another year or so. "Great. Just great. Rao please give me strength." She groaned….

* * *

In the depths of space, it hungers... it has not had any form of planet for days... it wants nourishment... FOOD. It sees an ice planet... one that originally had multiple races living upon it... it sniffs and smells Thanagarians, had them two weeks ago, a Czarnian, stomach cramps... and a new smell... a... Kryptonian... it would find this Kryptonian and feed upon it's dying world... but first it must eat the ice... for Starro hungers... and Starro demands satisfaction.

 **Author's Note:**

Hey guys! Hope you all enjoyed this double-whammy of an update! Just so you know, both this chapter and the previous one take place roughly at the same time.

Anyway, please be leave a comment and be sure to check out the always-updating cast and characters blog! And also support the TV Tropes page!


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